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HomeMy Public PortalAbout2018.02.25 Humphries Poli Architects Standard Form of Agreement LibraryInit. AIA Document B133' — 2014 Standard Form of Agreement Between Owner and Architect, Construction Manager as Constructor Edition AGREEMENT made as of the First day of April in the year Two Thousand Nineteen (In words, indicate day, month and year) BETWEEN the Architect's client identified as the Owner: (Name, legal status, address and other information) City of McCall Public Library 216 E. Park St. McCall, ID 83638 208-634-5522 and the Architect: (Name, legal .status, address and other information) Humphries Poli Architects, P.C. 1655 Grant St. Denver, CO 80203 303-607-0040 for the following Project: (Name, location and detailed description) McCall Public Library. Design and Construction Administration of a new approximately 12,000 square foot, two story Library based on programming and conceptual design composed by Humphries Poli Architects in 2016. It is anticipated the new library will be located in the City of McCall's Civic Campus. The Construction Manager (if known): (Name, legal status, address and other information) TBD The Owner and Architect agree as follows. ADDITIONS AND DELETIONS: The author of this document has added information needed for its completion. The author may also have revised the text of the original AIA standard form. An Additions and Deletions Report that notes added information as well as revisions to the standard form text is available from the author and should be reviewed. A vertical line in the left margin of this document indicates where the author has added necessary information and where the author has added to or deleted from the original AIA text. This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. This document is intended to be used in conjunction with AIA Documents A201 TM-2007, General Conditions of the Contract for Construction; A133TM-2009 Standard Form of Agreement Between Owner and Construction Manager as Constructor where the basis of payment is the Cost of the Work Plus a Fee with a Guaranteed Maximum Price; and A134TN-2009 Standard Form of Agreement Between Owner and Construction Manager as Constructor where the basis of payment is the Cost of the Work Plus a Fee without a Guaranteed Maximum Price. AIA Document A201 Tu-2007 is adopted in this document by reference. Do not use with other general conditions unless this document is modified. AIA Document 13133Ts — 2014. Copyright C 2014 by The American Institute of Architects. All rights reserved. WARNING: Thls AIA• Document Is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIM' Document, or any portion of It, may result In severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at t 11:31:39 ET on 04/01 /2019 under Order No.5312692377 which expires on 12118/2019, and Is not for resale. User Notes: (1834304360) TABLE OF ARTICLES 1 INITIAL INFORMATION 2 ARCHITECT'S RESPONSIBILITIES 3 SCOPE OF ARCHITECT'S BASIC SERVICES 4 ADDITIONAL SERVICES 5 OWNER'S RESPONSIBILITIES 6 COST OF THE WORK 7 COPYRIGHTS AND LICENSES 8 CLAIMS AND DISPUTES 9 TERMINATION OR SUSPENSION 10 MISCELLANEOUS PROVISIONS 11 COMPENSATION 12 SPECIAL TERMS AND CONDITIONS 13 SCOPE OF THE AGREEMENT ARTICLE 1 INITIAL INFORMATION § 1.1 This Agreement is based on the Initial Information set forth in this Section 1.1. (Note the disposition for the following items by inserting the requested information or a statement such as "not applicable," "unknown at time of execution," or "to be determined later by mutual agreement.') § 1.1.1 The Owner's program for the Project: (Identify documentation or state the manner in which the program will be developed.) Completed by Humphries Poli Architects dated December 2016. § 1.1.2 The Project's physical characteristics: (Identify or describe, if appropriate, size, location, dimensions, or other pertinent information, such as geotechnical reports; site, boundary and topographic surveys; traffic and utility studies; availability ofpublic and private utilities and services; legal description of the site; etc.) A new two story library of approximately 12,000 SF Option "A" in the 2016 conceptual design study located in City of McCall, ID Civic Campus. Architect is concurrently retained by the city of McCall to create a Civic Campus Master Plan. Architect will incorporate changes to the library design as mutually agreed. § 1.1.3 The Owner's budget for the Cost of the Work, as defined in Section 6.1: (Provide total and, if known, a line item breakdown.) The anticipated project budget is $5,840,000 per the 2016 conceptual design study excluding renovation of the existing Library into City Offices. § 1.1.4 The Owner's anticipated design and construction schedule: .1 Design phase milestone dates, if any: AIA Document B133", — 2014. Copyright ® 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIM' Document Is protected by Init. U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA° Document, or any portion of It, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at / 11:31:39 ET on 04/01/2019 under Order No.5312692377 which expires on 12/18/2019. and is not for resale. User Notes: (1834304360) Init. Program verification Schematic Design and Design Development completed prior to November 2019 to facilitate preparation for a May 2020 municipal bond election. .2 Commencement of construction: The Construction Documents phase would not begin until directed by the Owner after the successful passage of the May 2020 municipal bond election and completed prior to November 2020 .3 Substantial Completion date or milestone dates: Summer 2022 .4 Other: TBD § 1.1.5 The Owner intends to retain a Construction Manager pursuant to the following agreement: (Indicate agreement type.) [ X ] AIA Document A133-2009, Standard Form of Agreement Between Owner and Construction Manager as Constructor where the basis of payment is the Cost of the Work Plus a Fee with a Guaranteed Maximum Price. E ] AIA Document A 134-2009, Standard Form of Agreement Between Owner and Construction Manager as Constructor where the basis of payment is the Cost of the Work Plus a Fee without a Guaranteed Maximum Price. § 1.1.6 The Owner's requirements for accelerated or fast -track scheduling or phased construction are set forth below: (List number and type of bid/procurement packages.) Limited to one bid/procurement package § 1.1.7 Other Project information: (Ident special characteristics or needs of the Project not provided elsewhere, such as the Owner's sustainable objective, if any, or historic preservation requirements.) N/A § 1.1.8 The Owner identifies the following representative in accordance with Section 5.5: (List name, address and other information.) Anette Spickard as City Manager, City of McCall. 216 E. Park St. McCall, ID 83638 208-634-1003 aspickard@mccall.id.us § 1.1.9 The persons or entities, in addition to the Owner's representative, who are required to review the Architect's submittals to the Owner are as follows: (List name, address and other information) None § 1.1.10 The Owner will retain the following consultants: (List name, legal status, address and other information.) AIA Document B133TM — 2014. Copyright ©2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA° Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIM' Document, or any portion of it, may result In severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software et 11:31:39 ET on 04/01/2019 under Order No.5312692377 which expires on 12/18/2019, and Is not for resale. User Notes: (1834364360) .1 Construction Manager: (The Construction Manager is identified on the cover page. If a Construction Manager has not been retained as of the date of this Agreement, state the anticipated date of retention. If the Architect is to assist the Owner in selecting the Construction Manager, complete Section 4.1.1) Construction Manager has not been retained as of the date of this Agreement. Architect will assist the Owner in the selection of the Construction Manager. It is assumed Owner will retain the Construction Manager by 01 June 2019. .2 Cost Consultant (if in addition to the Construction Manager): (If a Cost Consultant is retained, appropriate references to the Cost Consultant should be inserted in Sections 3.3.6, 3.3.7, 3.4.2, 3.4.3, 3.5.4, 3.5.5, 5.4, 6.3, 6.3.1, 6.4 and 11.6.) None .3 Land Surveyor: TBD .4 Geotechnical Engineer: (TBD) (Paragraphs deleted) .50ther consultants: (List any other consultants retained by the Owner, such as a Project or Program Manager, or scheduling consultant.) None Identified § 1.1.11 The Architect identifies the following representative in accordance with Section 2.4: (List name, address and other information.) Humphries Poli Architects, P.C. 1655 Grant St. Denver, CO 80203 303-607-0040 Dennis Humphries, AIA dhumphries@hparch.com § 1.1.12 The Architect will retain the consultants identified in Sections 1.1.12.1 and 1.1.12.2: (List name, legal status, address and other information) § 1.1.12.1 Consultants retained under Basic Services: AIA Document B1331" — 2014. Copyright ® 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA° Document Is protected by Init. U.S. Copyright Law and international Treaties. Unauthorized reproduction or distribution of thls Alike Document, or any portion of It, may result In severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. Thls document was produced by AIA software at / 11:31:39 ET on 04/01/2019 under Order No.5312692377 which expires on 12(18/2019, and is not for resale. User Notes: (1834304360) .1 Structural Engineer: TBD .2 Mechanical and Plumbing Engineer: TBD .3 Electrical Engineer: TBD .4 Civil Engineer: TBD .5 Landscape Architect: TBD § 1.1.12.2 Consultants retained under Additional Services: None identified at this time § 1.1.13 Other Initial Information on which the Agreement is based: "Our Approach" Document dated 25 February 2019 provided to Library § 1.2 The Owner and Architect may rely on the Initial Information. Both parties, however, recognize that such information may materially change and, in that event, the Owner and the Architect shall appropriately adjust the schedule, the Architect's services and the Architect's compensation. Architect and Owner will agree to adjust Architects fee accordingly in the event of substantial changes. ARTICLE 2 ARCHITECT'S RESPONSIBILITIES § 2.1 The Architect shall provide the professional services as set forth in this Agreement. AIA Document B133TM — 2014. Copyright n 2014 by The American institute of Architects. All rights reserved. WARNING: This AIA Document Is protected by Init. U.S. Copyright Law and International Trestles. Unauthorized reproduction or distribution of this Alike Document, or any portion of it, may result In severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:31:39 ET on 04/01/2019 under Order No.5312692377 which expires on 12/18/2019, and Is not for resale. User Notes: (1834304360) § 2.2 The Architect shall perform its services consistent with the professional skill and care ordinarily provided by architects practicing in the same or similar locality under the same or similar circumstances. The Architect shall perform its services as expeditiously as is consistent with such professional skill and care and the orderly progress of the Project. § 2.3 The Architect shall provide its services in conjunction with the services of a Construction Manager as described in the agreement identified in Section 1.1.5. The Architect shall not be responsible for actions taken by the Construction Manager. § 2.4 The Architect shall identify a representative authorized to act on behalf of the Architect with respect to the Project. § 2.5 Except with the Owner's knowledge and consent, the Architect shall not engage in any activity, or accept any employment, interest or contribution that would reasonably appear to compromise the Architect's professional judgment with respect to this Project. § 2.6 Insurance. The Architect shall maintain the following insurance for the duration of this Agreement. If any of the requirements set forth below exceed the types and limits the Architect normally maintains, the Owner shall reimburse the Architect for any additional cost as set forth in Section 11.8.3. § 2.6.1 Commercial General Liability with policy limits of not less than One Million Dollars and Zero Cents ($ 1,000,000.00) for each occurrence and Two Million Dollars and Zero Cents ($ 2,000,000.00) in the aggregate for bodily injury and property damage. § 2.6.2 Automobile Liability covering vehicles owned by the Architect and non -owned vehicles used by the Architect with policy limits of not less than One Million Dollars and Zero Cents ($ 1,000,000.00 ) per claim and One Million Dollars and Zero Cents ($ 1,000,000.00) in the aggregate for bodily injury and property damage along with any other statutorily required automobile coverage. § 2.6.3 The Architect may achieve the required limits and coverage for Commercial General Liability and Automobile Liability through a combination of primary and excess liability insurance, provided such primary and excess insurance policies result in the same or greater coverage as those required under Sections 2.6.1 and 2.6.2. § 2.6.4 Workers' Compensation at statutory limits and Employers Liability with policy limits of not less than ($ ). § 2.6.5 Professional Liability covering negligent acts, errors and omissions in the performance of professional services, with policy limits of not less than Two Million Dollars and Zero Cents ($ 2,000,000.00 ) per claim and Four Million Dollars and Zero Cents ($ 4,000,000.00) in the aggregate. § 2.6.6 The Owner shall be an additional insured on the Architect's primary and excess insurance policies for Commercial General Liability and Automobile Liability. The additional insured coverage shall be primary and non-contributory to any of the Owner's insurance policies. The additional insured coverage shall apply to both ongoing operations and completed operations. § 2.6.7 The Architect shall provide to the Owner certificates of insurance evidencing compliance with the requirements in this Section 2.6. The certificates will show the Owner as additional insureds on the Commercial General Liability, Automobile Liability, and any excess policies. ARTICLE 3 SCOPE OF ARCHITECTS BASIC SERVICES § 3.1 The Architect's Basic Services consist of those described in Article 3 and include usual and customary structural, mechanical, and electrical engineering services. Services not set forth in this Article 3 are Additional Services. § 3.1.1 The Architect shall manage the Architect's services, consult with the Owner and the Construction Manager, research applicable design criteria, attend Project meetings, communicate with members of the Project team and report progress to the Owner. AIA Document B133^' — 2014. Copyright ® 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA• Document Is protected by init. U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA• Document, or any portion of It, may result In severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:31:39 ET on 04/01/2019 under Order No.5312692377 which expires on 12/18/2019, and Is not for resale. User Notes: (1834304360) § 3.1.2 The Architect shall coordinate its services with those services provided by the Owner, the Construction Manager, and the Owner's consultants. The Architect shall be entitled to rely on the accuracy and completeness of services and information furnished by the Owner, the Construction Manager, and the Owner's consultants. The Architect shall provide prompt written notice to the Owner if the Architect becomes aware of any error, omission or inconsistency in such services or information. § 3.1.3 As soon as practicable after the date of this Agreement, the Architect shall submit to the Owner and the Construction Manager a schedule of the Architect's services for inclusion in the Project schedule prepared by the Construction Manager. The schedule of the Architect's services shall include design milestone dates, anticipated dates when cost estimates or design reviews may occur, and allowances for periods of time required (1) for the Owner's review, (2) for the Construction Manager's review, (3) for the performance of the Construction Manager's Preconstruction Phase services, (4) for the performance of the Owner's consultants, and (5) for approval of submissions by authorities having jurisdiction over the Project. § 3.1.4 The Architect shall submit information to the Construction Manager and participate in developing and revising the Project schedule as it relates to the Architect's services. The Architect shall review and approve, or take other appropriate action upon, the portion of the Project schedule relating to the performance of the Architect's services. § 3.1.5 Once the Owner, Construction Manager, and Architect agree to the time limits established by the Project schedule, the Owner and Architect shall not exceed them, except for reasonable cause. § 3.1.6 The Architect shall not be responsible for an Owner's directive or substitution, or for the Owner's acceptance of non -conforming work, made without the Architect's approval. § 3.1.7 The Architect shall, at appropriate times, in coordination with the Construction Manager, contact the governmental authorities required to approve the Construction Documents and the entities providing utility services to the Project. In designing the Project, the Architect shall respond to applicable design requirements imposed by such governmental authorities and by such entities providing utility services. § 3.1.8 The Architect shall assist the Owner and Construction Manager in connection with the Owner's responsibility for filing documents required for the approval of governmental authorities having jurisdiction over the Project. § 3.2 Evaluation of the Construction Manager's Guaranteed Maximum Price Proposal or Control Estimate § 3.2.1 Prior to the Owner's acceptance of the Guaranteed Maximum Price proposal or Control Estimate, as applicable, the Architect shall consider the Construction Manager's requests for substitutions and, upon written request of the Construction Manager, provide clarification or interpretations pertaining to the Drawings, Specifications, and other documents submitted by the Architect. The Architect and Construction Manager shall include the Owner on all communications related to substitution requests, clarifications, and interpretations. § 3.2.2 During one of the design phases, the Owner will receive a Guaranteed Maximum Price proposal or Control Estimate, as appropriate, from the Construction Manager. The Architect shall assist the Owner in reviewing the Construction Manager's proposal or estimate. The Architect's review is not for the purpose of discovering errors, omissions, or inconsistencies; for the assumption of any responsibility for the Construction Manager's proposed means, methods, sequences, techniques, or procedures; or for the verification of any estimates of cost or estimated cost proposals. In the event that the Architect discovers any inconsistencies or inaccuracies in the information presented, the Architect shall promptly notify the Owner and Construction Manager. § 3.2.3 Upon authorization by the Owner, and subject to Section 4.3.1.15, the Architect shall update the Drawings, Specifications, and other documents to incorporate the agreed upon assumptions and clarifications contained in the Guaranteed Maximum Price Amendment or Control Estimate. § 3.3 Schematic Design Phase Services § 3.3.1 The Architect shall review the program and other information furnished by the Owner and Construction Manager, and shall review laws, codes, and regulations applicable to the Architect's services. § 3.3.2 The Architect shall prepare a preliminary evaluation of the Owner's program, schedule, budget for the Cost of the Work, Project site, and other Initial Information, each in terms of the other, to ascertain the requirements of the AIA Document B133^' — 2014. Copyright © 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIAo Document is protected by Init. U.S. Copyright Law and international Treaties. Unauthorized reproduction or distribution of this AIA' Document, or any portion of it, may result In severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 1 11:31:39 ET on 04/01/2019 under Order No.5312692377 which expires on 12/18/2019, and Is not for resale. User Notes: (1834304360) Project. The Architect shall notify the Owner of (1) any inconsistencies discovered in the information, and (2) other information or consulting services that may be reasonably needed for the Project. § 3.3.3 The Architect shall present its preliminary evaluation to the Owner and Construction Manager and shall discuss with the Owner and Construction Manager alternative approaches to design and construction of the Project, including the feasibility of incorporating sustainable design approaches, and consideration of the implementation of the Owner's sustainable objective, if any. The Architect shall reach an understanding with the Owner regarding the requirements of the Project. § 3.3.4 Based on the Project requirements agreed upon with the Owner, the Architect shall prepare and present to the Owner and Construction Manager, for the Owner's approval, a preliminary design illustrating the scale and relationship of the Project components. § 3.3.5 Based on the Owner's approval of the preliminary design, the Architect shall prepare Schematic Design Documents for the Owner's approval and the Construction Manager's review. The Schematic Design Documents shall consist of drawings and other documents including a site plan, if appropriate, and preliminary building plans, sections and elevations; and may include some combination of study models, perspective sketches, or digital modeling. Preliminary selections of major building systems and construction materials shall be noted on the drawings or described in writing. § 3.3.5.1 The Architect shall consider sustainable design alternatives, such as material choices and building orientation, together with other considerations based on program and aesthetics, implications of sustainable code requirements enacted in the relevant jurisdiction, if any, in developing a design that is consistent with the Owner's program, schedule and budget for the Cost of the Work. The Owner may obtain other sustainable design services under Article 4. § 3.3.5.2 The Architect shall consider with the Owner and the Construction Manager the value of alternative materials, building systems and equipment, together with other considerations based on program and aesthetics in developing a design for the Project that is consistent with the Owner's schedule and budget for the Cost of the Work. § 3.3.6 The Architect shall submit the Schematic Design Documents to the Owner and the Construction Manager. The Architect shall meet with the Construction Manager to review the Schematic Design Documents. § 3.3.7 Upon receipt of the Construction Manager's review comments and cost estimate at the conclusion of the Schematic Design Phase, the Architect shall take action as required under Section 6.4, identify agreed upon adjustments to the Project's size, quality, or budget, and request the Owner's approval of the Schematic Design Documents. If revisions to the Schematic Design Documents are required to comply with the Owner's budget for the Cost of the Work at the conclusion of the Schematic Design Phase, the Architect shall incorporate the required revisions in the Design Development Phase. § 3.3.8 In the further development of the Drawings and Specifications during this and subsequent phases of design, the Architect shall be entitled to rely on the accuracy of the estimates of the Cost of the Work, which are to be provided by the Construction Manager under the Construction Manager's agreement with the Owner. § 3.4 Design Development Phase Services § 3.4.1 Based on the Owner's approval of the Schematic Design Documents, and on the Owner's authorization of any adjustments in the Project requirements and the budget for the Cost of the Work pursuant to Section 5.4, the Architect shall prepare Design Development Documents for the Owner's approval and Construction Manager's review. The Design Development Documents shall be based upon information provided, and estimates prepared by, the Construction Manager and shall illustrate and describe the development of the approved Schematic Design Documents and shall consist of drawings and other documents including plans, sections, elevations, typical construction details, and diagrammatic layouts of building systems to fix and describe the size and character of the Project as to architectural, structural, mechanical and electrical systems, and such other elements as may be appropriate. The Design Development Documents shall also include outline specifications that identify major materials and systems and establish in general their quality levels. AIA Document t3133e" — 2014. Copyright ©2014 by The American Institute of Architects. All rights reserved. WARNING: This AIAe Document is protected by Init. U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIM' Document, or any portion of It, may result In severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:31:39 ET on 04/01/2019 under Order No.5312692377 which expires on 12/18/2019, and is not for resale. User Notes: (1834304360) § 3.4.2 Prior to the conclusion of the Design Development Phase, the Architect shall submit the Design Development Documents to the Owner and the Construction Manager. The Architect shall meet with the Construction Manager to review the Design Development Documents. § 3.4.3 Upon receipt of the Construction Manager's information and estimate at the conclusion of the Design Development Phase, the Architect shall take action as required under Sections 6.5 and 6.6 and request the Owner's approval of the Design Development Documents. § 3.5 Construction Documents Phase Services § 3.5.1 Based on the Owner's approval of the Design Development Documents, and on the Owner's authorization of any adjustments in the Project requirements and the budget for the Cost of the Work, the Architect shall prepare Construction Documents for the Owner's approval and the Construction Manager's review. The Construction Documents shall illustrate and describe the further development of the approved Design Development Documents and shall consist of Drawings and Specifications setting forth in detail the quality levels of materials and systems and other requirements for the construction of the Work. The Owner and Architect acknowledge that in order to construct the Work the Construction Manager will provide additional information, including Shop Drawings, Product Data, Samples and other similar submittals, which the Architect shall review in accordance with Section 3.6.4. § 3.5.2 The Architect shall incorporate into the Construction Documents the design requirements of governmental authorities having jurisdiction over the Project. § 3.5.3 During the development of the Construction Documents, if requested by the Owner, the Architect shall assist the Owner and Construction Manager in the development and preparation of (1) the Conditions of the Contract for Construction (General, Supplementary and other Conditions) and (2) a project manual that includes the Conditions of the Contract for Construction and Specifications and may include sample forms. § 3.5.4 Prior to the conclusion of the Construction Documents Phase, the Architect shall submit the Construction Documents to the Owner and the Construction Manager. The Architect shall meet with the Construction Manager to review the Construction Documents. § 3.5.5 Upon receipt of the Construction Manager's information and estimate at the conclusion of the Construction Documents Phase, the Architect shall take action as required under Section 6.7 and obtain the Owner's approval of the Construction Documents. § 3.6 Construction Phase Services § 3.6.1 General § 3.6.1.1 The Architect shall provide administration of the Contract between the Owner and the Construction Manager as set forth below and in AIA Document A201 Tm-2007, General Conditions of the Contract for Construction. If the Owner and Construction Manager modify AIA Document A201-2007, those modifications shall not affect the Architect's services under this Agreement unless the Owner and the Architect amend this Agreement. § 3.6.1.2 Subject to Section 4.3, the Architect's responsibility to provide Construction Phase Services commences upon the Owner's acceptance of the Construction Manager's Guaranteed Maximum Price proposal, the Owner's approval of the Construction Manager's Control Estimate, or the Owner's issuance of a Notice to Proceed to the Construction Manager. Subject to Section 4.3, the Architect's responsibility to provide Construction Phase Services terminates on the date the Architect issues the final Certificate for Payment. § 3.6.1.3 The Architect shall advise and consult with the Owner and Construction Manager during the Construction Phase Services. The Architect shall have authority to act on behalf of the Owner only to the extent provided in this Agreement. The Architect shall not have control over, charge of, or responsibility for the construction means, methods, techniques, sequences or procedures, or for safety precautions and programs in connection with the Work, nor shall the Architect be responsible for the Construction Manager's failure to perform the Work in accordance with the requirements of the Contract Documents. The Architect shall be responsible for the Architect's negligent acts or omissions, but shall not have control over or charge of, and shall not be responsible for, acts or omissions of the Construction Manager or of any other persons or entities performing portions of the Work. AIA Document B1331u —2014. Copyright ©2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA• Document Is protected by Init. U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA° Document, or any portion of it, may result in severe civil and criminal penalties. and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at / 11:31:39 ET on 04/01 /2019 under Order No.5312692377 which expires on 12/18/2019, and is not for resale. User Notes: (1834304360) § 3.6.2 Evaluations of the Work § 3.6.2.1 The Architect shall visit not to exceed one time per month, or as otherwise required in Section 4.3.3, to become generally familiar with the progress and quality of the portion of the Work completed, and to determine, in general, if the Work observed is being performed in a manner indicating that the Work, when fully completed, will be in accordance with the Contract Documents. However, the Architect shall not be required to make exhaustive or continuous on -site inspections to check the quality or quantity of the Work. On the basis of the site visits, the Architect shall keep the Owner reasonably informed about the progress and quality of the portion of the Work completed, and report to the Owner (1) known deviations from the Contract Documents and from the most recent construction schedule, and (2) defects and deficiencies observed in the Work. § 3.6.2.2 The Architect has the authority to reject Work that does not conform to the Contract Documents. Whenever the Architect considers it necessary or advisable, the Architect shall have the authority to require inspection or testing of the Work in accordance with the provisions of the Contract Documents, whether or not such Work is fabricated, installed or completed. However, neither this authority of the Architect nor a decision made in good faith either to exercise or not to exercise such authority shall give rise to a duty or responsibility of the Architect to the Construction Manager, Subcontractors, material and equipment suppliers, their agents or employees or other persons or entities performing portions of the Work. § 3.6.2.3 The Architect shall interpret and decide matters concerning performance under, and requirements of, the Contract Documents on written request of either the Owner or Construction Manager. The Architect's response to such requests shall be made in writing within any time limits agreed upon or otherwise with reasonable promptness. § 3.6.2.4 Interpretations and decisions of the Architect shall be consistent with the intent of and reasonably inferable from the Contract Documents and shall be in writing or in the form of drawings. When making such interpretations and decisions, the Architect shall endeavor to secure faithful performance by both Owner and Construction Manager, shall not show partiality to either, and shall not be liable for results of interpretations or decisions rendered in good faith. The Architect's decisions on matters relating to aesthetic effect shall be final if consistent with the intent expressed in the Contract Documents. § 3.6.2.5 Unless the Owner and Construction Manager designate another person to serve as an Initial Decision Maker, as that term is defined in AIA Document A201-2007, the Architect shall render initial decisions on Claims between the Owner and Construction Manager as provided in the Contract Documents. § 3.6.3 Certificates for Payment to Construction Manager § 3.6.3.1 The Architect shall review and certify the amounts due the Construction Manager and shall issue certificates in such amounts. The Architect's certification for payment shall constitute a representation to the Owner, based on the Architect's evaluation of the Work as provided in Section 3.6.2 and on the data comprising the Construction Manager's Application for Payment, that, to the best of the Architect's knowledge, information and belief, the Work has progressed to the point indicated and that the quality of the Work is in accordance with the Contract Documents. The foregoing representations are subject (1) to an evaluation of the Work for conformance with the Contract Documents upon Substantial Completion, (2) to results of subsequent tests and inspections, (3) to correction of minor deviations from the Contract Documents prior to completion, and (4) to specific qualifications expressed by the Architect. § 3.6.3.2 The issuance of a Certificate for Payment shall not be a representation that the Architect has (1) made exhaustive or continuous on -site inspections to check the quality or quantity of the Work, (2) reviewed construction means, methods, techniques, sequences or procedures, (3) reviewed copies of requisitions received from Subcontractors and material suppliers and other data requested by the Owner to substantiate the Construction Manager's right to payment, or (4) ascertained how or for what purpose the Construction Manager has used money previously paid on account of the Contract Sum. § 3.6.3.3 The Architect shall maintain a record of the Applications and Certificates for Payment. § 3.6.4 Submittals § 3.6.4.1 The Architect shall review the Construction Manager's submittal schedule and shall not unreasonably delay or withhold approval. The Architect's action in reviewing submittals shall be taken in accordance with the approved Init. AIA Document B133TM — 2014. Copyright ©2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA• Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA• Document, or any portion of It, may result In 10 severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at ! 11:31:39 ET on 04/01/2019 under Order No.5312692377 which expires on 12/18/2019. and is not for resale. User Notes: (1834304360) submittal schedule or, in the absence of an approved submittal schedule, with reasonable promptness while allowing sufficient time in the Architect's professional judgment to permit adequate review. § 3.6.4.2 In accordance with the Architect -approved submittal schedule, the Architect shall review and approve or take other appropriate action upon the Construction Manager's submittals such as Shop Drawings, Product Data and Samples, but only for the limited purpose of checking for conformance with information given and the design concept expressed in the Contract Documents. Review of such submittals is not for the purpose of determining the accuracy and completeness of other information such as dimensions, quantities, and installation or performance of equipment or systems, which are the Construction Manager's responsibility. The Architect's review shall not constitute approval of safety precautions or, unless otherwise specifically stated by the Architect, of any construction means, methods, techniques, sequences or procedures. The Architect's approval of a specific item shall not indicate approval of an assembly of which the item is a component. § 3.6.4.3 If the Contract Documents specifically require the Construction Manager to provide professional design services or certifications by a design professional related to systems, materials or equipment, the Architect shall specify the appropriate performance and design criteria that such services must satisfy. The Architect shall review shop drawings and other submittals related to the Work designed or certified by the design professional retained by the Construction Manager that bear such professional's seal and signature when submitted to the Architect. The Architect shall be entitled to rely upon the adequacy, accuracy and completeness of the services, certifications and approvals performed or provided by such design professionals. § 3.6.4.4 Subject to the provisions of Section 4.3, the Architect shall review and respond to requests for information about the Contract Documents. The Architect shall set forth in the Contract Documents the requirements for requests for information. Requests for information shall include, at a minimum, a detailed written statement that indicates the specific Drawings or Specifications in need of clarification and the nature of the clarification requested. The Architect's response to such requests shall be made in writing within any time limits agreed upon, or otherwise with reasonable promptness. If appropriate, the Architect shall prepare and issue supplemental Drawings and Specifications in response to requests for information. § 3.6.4.5 The Architect shall maintain a record of submittals and copies of submittals supplied by the Construction Manager in accordance with the requirements of the Contract Documents. § 3.6.5 Changes in the Work § 3.6.5.1 The Architect may authorize minor changes in the Work that are consistent with the intent of the Contract Documents and do not involve an adjustment in the Contract Sum or an extension of the Contract Time. Subject to the provisions of Section 4.3, the Architect shall prepare Change Orders and Construction Change Directives for the Owner's approval and execution in accordance with the Contract Documents. § 3.6.5.2 The Architect shall maintain records relative to changes in the Work. § 3.6.6 Project Completion § 3.6.6.1 The Architect shall conduct inspections to determine the date or dates of Substantial Completion and the date of final completion; issue Certificates of Substantial Completion; receive from the Construction Manager and forward to the Owner, for the Owner's review and records, written warranties and related documents required by the Contract Documents and assembled by the Construction Manager; and issue a final Certificate for Payment based upon a final inspection indicating the Work complies with the requirements of the Contract Documents. § 3.6.6.2 The Architect's inspections shall be conducted with the Owner to check conformance of the Work with the requirements of the Contract Documcnts and to verify the accuracy and completeness of the list submitted by the Construction Manager of Work to be completed or corrected. § 3.6.6.3 When the Work is found to be substantially complete, the Architect shall inform the Owner about the balance of the Contract Sum remaining to be paid the Construction Manager, including the amount to be retained from the Contract Sum, if any, for final completion or correction of the Work. § 3.6.6.4 The Architect shall forward to the Owner the following information received from the Construction Manager: (1) consent of surety or sureties, if any, to reduction in or partial release of retainage or the making of final payment; AIA Document B133^' —2014. Copyright 0 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA° Document Is protected by Ink. U.S. Copyright Law and international Treaties. Unauthorized reproduction or distribution of this AIA Document, or any portion of it, may result In 11 severe civil and criminal penalties. and will be prosecuted to the maximum extent possible undor the law. This document was produced by AIA software at 11:31:39 ET on 04/01/2019 under Order No.5312692377 which expires on 12/18/2019, and Is not for resale. User Notes: (1834304360) (2) affidavits, receipts, releases and waivers of liens or bonds indemnifying the Owner against liens; and (3) any other documentation required of the Construction Manager under the Contract Documents. § 3.6.6.5 Upon request of the Owner, and prior to the expiration of one year from the date of Substantial Completion, the Architect shall, without additional compensation, conduct a meeting with the Owner to review the facility operations and performance. ARTICLE 4 ADDITIONAL SERVICES § 4.1 Additional Services listed below are not included in Basic Services but may be required for the Project. The Architect shall provide the listed Additional Services only if specifically designated in the table below as the Architect's responsibility, and the Owner shall compensate the Architect as provided in Section 11.2. (Designate the Additional Services the Architect shall provide in the second column of the table below. In the third column indicate whether the service description is located in Section 4.2 or in an attached exhibit. If in an exhibit, identify the exhibit.) Services Responsibility (Architect, Owner or Not Provided) Location of Service Description (Section 4.2 below or in an exhibit attached to this document and identified below) § 4.1.1 Assistance with selection of the Construction Manager Included in Basic Services § 4.1.2 Programming (B202TM-2009) Architect completed in December 2016 concept study § 4.1.3 Multiple preliminary designs Architect completed in December 2016 concept study § 4.1.4 Measured drawings Not Provided § 4.1.5 Existing facilities surveys Not Provided § 4.1.6 Site evaluation and planning (B203TM .2007) Not Provided § 4.1.7 Building information modeling (E203TM-2013) Included in Basic Services § 4.1.8 Civil engineering Included in Basic Services § 4.1.9 Landscape design Included in Basic Services § 4.1.10 Architectural interior design (B252TM-2007) Included in Basic Services § 4.1.11 Value analysis (B204TM-2007) Architect as supplemental service § 4.1.12 Detailed cost estimating Owner § 4.1.13 On -site project representation (B207TM-2008) Architect § 4.1.14 Conformed construction documents Architect § 4.1.15 As -designed record drawings Architect § 4.1.16 As -constructed record drawings Included in Basic Services § 4.1.17 Post occupancy evaluation Not Provided § 4.1.18 Facility support services (B210TM-2007) Not Provided § 4.1.19 Tenant -related services Not Provided § 4.1.20 Coordination of Owner's consultants Owner AIA Document B133", — 2014. Copyright ® 2014 by The American Institute o Architects. All rights reserved. WARNING: This AIA• Document Is protected by Init. U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA• Document, or any portion of It, may result in 12 severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at I 11:31:39 ET on 04/01/2019 under Order No.5312692377 which expires on 12/18/2019, and is not for resale. User Notes: (1834304360) Services Responsibility (Architect, Owner or Not Provided) Location of Service Description (Section 4.2 below or in an exhibit attached to this document and identified below) § 4.1.21 Telecommunications/data design Owner § 4.1.22 Security evaluation and planning (B206TM--2007) Owner § 4.1.23 Commissioning (B211TM-2007) Owner § 4.1.24 Extensive environmentally responsible design Architect § 4.1.25 LEED® certification (B214TM-2012) Architect § 4.1.26 Historic preservation (B205TM-2007) Not Provided § 4.1.27 Furniture, furnishings, and equipment design (B253TM-2007) Architect § 4.2 Insert a description of each Additional Service designated in Section 4.1 as the Architect's responsibility, if not further described in an exhibit attached to this document. Defined by Architect as requested by Owner. § 4.3 Additional Services may be provided after execution of this Agreement, without invalidating the Agreement. Except for services required due to the fault of the Architect, any Additional Services provided in accordance with this Section 4.3 shall entitle the Architect to compensation pursuant to Section 11.3 and an appropriate adjustment in the Architect's schedule. § 4.3.1 Upon recognizing the need to perform the following Additional Services, the Architect shall notify the Owner with reasonable promptness and explain the facts and circumstances giving rise to the need. The Architect shall not proceed to provide the following services until the Architect receives the Owner's written authorization: .1 Services necessitated by a change in the Initial Information, previous instructions or recommendations given by the Construction Manager or the Owner, approvals given by the Owner, or a material change in the Project including, but not limited to, size, quality, complexity, the Owner's schedule or budget for Cost of the Work, or bid packages in addition to those listed in Section 1.1.6; .2 Making revisions in Drawings, Specifications, or other documents (as required pursuant to Section 6.7), when such revisions arc required because the Construction Manager's estimate of the Cost of the Work, Guaranteed Maximum Price proposal, or Control Estimate exceeds the Owner's budget, except where such excess is due to changes initiated by the Architect in scope, capacities of basic systems, or the kinds and quality of materials, finishes, or equipment; .3 Services necessitated by the Owner's request for extensive sustainable design alternatives, such as unique system designs, in-depth material research, energy modeling, or LEED® certification; .4 Changing or editing previously prepared Instruments of Service necessitated by the enactment or revision of codes, laws or regulations, or official interpretations; .5 Services necessitated by decisions of the Owner or Construction Manager not rendered in a timely manner or any other failure of performance on the part of the Owner or the Owner's consultants or contractors; .6 Preparation of design and documentation for altemate bid or proposal requests proposed by the Owner or Construction Manager; .7 Preparation for, and attendance at, a public presentation, meeting or hearing; .6 Preparation for, and attendance at a dispute resolution proceeding or legal proceeding, except where the Architect is party thereto; (Paragraph deleted) .9 Consultation conceming replacement of Work resulting from fire or other cause during construction; .10 Assistance to the Initial Decision Maker, if other than the Architect; .11 Services necessitated by replacement of the Construction Manager or conversion of the Construction Manager as constructor project delivery method to an alternative project delivery method; .12 Services necessitated by the Owner's delay in engaging the Construction Manager; and .13 Making revisions in Drawings, Specifications, and other documents resulting from substitutions included in the agreed to assumptions and clarifications contained in the Guaranteed Maximum Price Amendment or Control Estimate. Init. AIA Document B133 TM — 2014. Copyright © 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA' Document Is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIM' Document, or any portion of lt, may result In 13 severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at I 11:31:39 ET on 04/01/2019 under Order No.5312692377 which expires on 12/1812019, and is not for resale. User Notes: (1834304360) § 4.3.2 To avoid delay in the Construction Phase, the Architect shall provide the following Additional Services, notify the Owner with reasonable promptness, and explain the facts and circumstances giving rise to the need. If the Owner subsequently determines that all or parts of those services are not required, the Owner shall give prompt written notice to the Architect, and the Owner shall have no further obligation to compensate the Architect for those services: .1 Reviewing a Construction Manager's submittal out of sequence from the submittal schedule agreed to by the Architect; .2 Responding to the Construction Manager's requests for information that are not prepared in accordance with the Contract Documents or where such information is available to the Construction Manager from a careful study and comparison of the Contract Documents, field conditions, other Owner -provided information, Construction Manager -prepared coordination drawings, or prior Project correspondence or documentation; .3 Preparing Change Orders, and Construction Change Directives that require evaluation of the Construction Manager's proposals and supporting data, or the preparation or revision of Instruments of Service; .4 Evaluating an extensive number of Claims as the Initial Decision Maker; .5 Evaluating substitutions proposed by the Owner or Construction Manager and making subsequent revisions to Instruments of Service resulting therefrom; or .6 To the extent the Architect's Basic Services are affected, providing Construction Phase Services 60 days after (1) the date of Substantial Completion of the Work or (2) the anticipated date of Substantial Completion, identified in Initial Information, whichever is earlier. § 4.3.3 The Architect shall provide Construction Phase Services exceeding the limits set forth below as Additional Services. When the limits below are reached, the Architect shall notify the Owner: .1 Two (2 ) reviews of each Shop Drawing, Product Data item, sample and similar submittals of the Construction Manager .2 Fifteen ( 15 ) visits to the site by the Architect over the duration of the Project during construction .3 Two (2) inspections for any portion of the Work to determine whether such portion of the Work is substantially complete in accordance with the requirements of the Contract Documents .4 Two (2 ) inspections for any portion of the Work to determine final completion § 4.3.4 If the services covered by this Agreement have not been completed within Thirty Six ( 36) months of the date of this Agreement, through no fault of the Architect, extension of the Architect's services beyond that time shall be compensated as Additional Services. ARTICLE 5 OWNER'S RESPONSIBILITIES § 5.1 Unless otherwise provided for under this Agreement, the Owner shall provide information in a timely manner regarding requirements for and limitations on the Project, including a written program which shall set forth the Owner's objectives, schedule, constraints and criteria, including space requirements and relationships, flexibility, expandability, special equipment, systems and site requirements. Within 15 days after receipt of a written request from the Architect, the Owner shall furnish the requested information as necessary and relevant for the Architect to evaluate, give notice of or enforce lien rights. § 5.2 The Owner shall retain a Construction Manager to provide services, duties, and responsibilities as described in the agreement selected in Section 1.1.5. § 5.3 The Owner shall furnish the services of a Construction Manager that shall be responsible for creating the overall Project schedule. The Owner shall adjust the Project schedule, if necessary, as the Project proceeds. § 5.4 The Owner shall establish and periodically update the Owner's budget for the Project, including (1) the budget for the Cost of the Work as defined in Section 6.1; (2) the Owner's other costs; and, (3) reasonable contingencies related to all of these costs. The Owner shall furnish the services of a Construction Manager that shall be responsible for preparing all estimates of the Cost of the Work. If the Owner significantly increases or decreases the Owner's budget for the Cost of the Work, the Owner shall notify the Architcct. The Owner and the Architect shall thereafter agree to a corresponding change in the budget for the Cost of the Work or in the Project's scope and quality. Init. AIA Document B133TM — 2014. Copyright C 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA• Document Is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA• Document, or any portion of it, may result in 14 severe civil and criminal penalties, and will be prosecuted to the maximum extant possible under the law. This document was produced by AIA software at ! 11:31:39 ET on 04/01/2019 under Order No.5312692377 which expires on 12/18/2019, and is not for resale. User Notes: (1834304360) Init. § 5.4.1 The Owner acknowledges that accelerated, phased or fast -track scheduling provides a benefit, but also carries with it associated risks. Such risks include the Owner incurring costs for the Architect to coordinate and redesign portions of the Project affected by procuring or installing elements of the Project prior to the completion of all relevant Construction Documents, and costs for the Construction Manager to remove and replace previously installed Work. If the Owner selects accelerated, phased or fast -track scheduling, the Owner agrees to include in the budget for the Project sufficient contingencies to cover such costs. § 5.5 The Owner shall identify a representative authorized to act on the Owner's behalf with respect to the Project. The Owner shall render decisions and approve the Architect's submittals in a timely manner in order to avoid unreasonable delay in the orderly and sequential progress of the Architect's services. § 5.6 The Owner shall furnish surveys to describe physical characteristics, legal limitations and utility locations for the site of the Project, and a written legal description of the site. The surveys and legal information shall include, as applicable, grades and lines of streets, alleys, pavements and adjoining property and structures; designated wetlands; adjacent drainage; rights -of -way, restrictions, easements, encroachments, zoning, deed restrictions, boundaries and contours of the site; locations, dimensions and necessary data with respect to existing buildings, other improvements and trees; and information concerning available utility services and lines, both public and private, above and below grade, including inverts and depths. All the information on the survey shall be referenced to a Project benchmark. § 5.7 The Owner shall furnish services of geotechnical engineers, which may include but are not limited to test borings, test pits, determinations of soil bearing values, percolation tests, evaluations of hazardous materials, seismic evaluation, ground corrosion tests and resistivity tests, including necessary operations for anticipating subsoil conditions, with written reports and appropriate recommendations. § 5.8 The Owner shall coordinate the services of its own consultants with those services provided by the Architect. Upon the Architect's request, the Owner shall furnish copies of the scope of services in the contracts between the Owner and the Owner's consultants. The Owner shall furnish the services of consultants other than those designated in this Agreement, or authorize the Architect to furnish them as an Additional Service, when the Architect requests such services and demonstrates that they are reasonably required by the scope of the Project. The Owner shall require that its consultants maintain professional liability insurance and other liability insurance as appropriate to the services provided. § 5.9 The Owner shall furnish tests, inspections and reports required by law or the Contract Documents, such as structural, mechanical, and chemical tests, tests for air and water pollution, and tests for hazardous materials. § 5.10 The Owner shall furnish all legal, insurance and accounting services, including auditing services, that may be reasonably necessary at any time for the Project to meet the Owner's needs and interests. § 5.11 The Owner shall provide prompt written notice to the Architect and Construction Manager if the Owner becomes aware of any fault or defect in the Project, including errors, omissions or inconsistencies in the Architect's Instruments of Service. § 5.12 The Owner shall contemporaneously provide the Architect with any communications provided to the Construction Manager about matters arising out of or relating to the Contract Documents. Communications by and with the Architect's consultants shall be through the Architect, § 5.13 Before executing the Contract for Construction, the Owner shall coordinate the Architect's duties and responsibilities set forth in the Contract for Construction with the Architect's services set forth in this Agreement. The Owner shall provide the Architect a copy of the executed agreement between the Owner and Construction Manager, including the General Conditions of the Contract for Construction. § 5.14 The Owner shall provide the Architect access to the Project site prior to commencement of the Work and shall obligate the Construction Manager to provide the Architect access to the Work wherever it is in preparation or progress. AIA Document B133n, —2014. Copyright © 2014 by The American Institute of Architects. All rights reserved. WARNING: Thls AIA8 Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of It, may result In 15 severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:31:39 ET on 04/0112019 under Order No.5312692377 which expires on 12/18/2019, and is not for resale. User Notes: (1834304360) ARTICLE 6 COST OF THE WORK § 6.1 For purposes of this Agreement, the Cost of the Work shall be the total cost to the Owner to construct all elements of the Project designed or specified by the Architect and shall include the Construction Managers' general conditions costs, overhead, and profit. The Cost of the Work does not include the compensation of the Architect, the compensation of the Construction Manager for Preconstruction Phase services, the costs of the land, rights -of -way, financing, contingencies for changes in the Work or other costs that are the responsibility of the Owner. § 6.2 The Owner's budget for the Cost of the Work is provided in the Initial Information, and may be adjusted throughout the Project as required under Sections 5.4 and 6.4. Evaluations of the Owner's budget for the Cost of the Work represent the Architect's judgment as a design professional. § 6.3 The Owner shall require the Construction Manager to include appropriate contingencies for design, bidding or negotiating, price escalation, and market conditions in estimates of the Cost of the Work. The Architect shall be entitled to rely on the accuracy and completeness of estimates of the Cost of the Work the Construction Manager prepares as the Architect progresses with its Basic Services. The Architect shall prepare, as an Additional Service, revisions to the Drawings, Specifications or other documents required due to the Construction Manager's inaccuracies or incompleteness in preparing cost estimates. The Architect may review the Construction Manager's estimates solely for the Architect's guidance in completion of its services, however, the Architect shall report to the Owner any material inaccuracies and inconsistencies noted during any such review. § 6.3.1 If the Architect is providing detailed cost estimating services as an Additional Service, and a discrepancy exists between the Construction Manager's cost estimates and the Architect's cost estimates, the Architect shall work cooperatively with the Construction Manager to conform the cost estimates to one another. § 6.3.2 Subject to Section 4.3, if the Owner engages a Cost Consultant and a discrepancy exists between the Construction Manager's estimate and the Cost Consultant's estimate, the Architect shall assist the Cost Consultant and Construction Manager as necessary to conform the estimates to one another. § 6.4 If, prior to the conclusion of the Design Development Phase, the Construction Manager's estimate of the Cost of the Work exceeds the Owner's budget for the Cost of the Work, the Architect, in consultation with the Construction Manager, shall make appropriate recommendations to the Owner to adjust the Project's size, quality or budget, and the Owner shall cooperate with the Architect in making such adjustments. § 6.5 If the Construction Manager's estimate of the Cost of the Work at the conclusion of the Design Development Phase exceeds the Owner's budget for the Cost of the Work, the Owner shall .1 give written approval of an increase in the budget for the Cost of the Work; .2 in consultation with the Architect and Construction Manager, revise the Project program, scope, or quality as required to reduce the Cost of the Work; or .3 implement any other mutually acceptable alternative. § 6.6 If the Owner chooses to proceed under Section 6.5.2, the Architect, without additional compensation, shall incorporate the required modifications in the Construction Documents Phase as necessary to comply with the Owner's budget for the Cost of the Work at the conclusion of the Design Development Phase Services, or the budget as adjusted under Section 6.5.1. The Architect's modification of the Construction Documents shall be the limit of the Architect's responsibility as a Basic Service under this Article 6. § 6.7 After incorporation of modifications under Section 6.6, the Architect shall, as an Additional Service, make any required revisions to the Drawings, Specifications or other documents necessitated by the Construction Manager's subsequent cost estimates, the Guaranteed Maximum Price proposal, or Control Estimate that exceed the Owner's budget for the Cost of the Work, except when the excess is due to changes initiated by the Architect in scope, basic systems, or the kinds and quality of materials, finishes or equipment. ARTICLE 7 COPYRIGHTS AND LICENSES § 7.1 The Architect and the Owner warrant that in transmitting Instruments of Service, or any other information, the transmitting party is the copyright owner of such information or has permission from the copyright owner to transmit such information for its use on the Project. If the Owner and Architect intend to transmit Instruments of Service or any snit. AIA Document B1337° — 2014. Copyright © 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA° Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of thls AIA° Document, or any portion of It, may result In 16 severe chill and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:31:39 ET on 04/01/2019 under Order No.5312692377 which expires on 12/18/2019, and is not for resale. User Notes: (1834304360) other information or documentation in digital form, they shall endeavor to establish necessary protocols governing such transmissions. § 7.2 The Architect and the Architect's consultants shall be deemed the authors and owners of their respective Instruments of Service, including the Drawings and Specifications, and shall retain all common law, statutory and other reserved rights, including copyrights. Submission or distribution of Instruments of Service to meet official regulatory requirements or for similar purposes in connection with the Project is not to be construed as publication in derogation of the reserved rights of the Architect and the Architect's consultants. § 7.3 Upon execution of this Agreement, the Architect grants to the Owner a nonexclusive license to use the Architect's Instruments of Service solely and exclusively for purposes of constructing, using, maintaining, altering and adding to the Project, provided that the Owner substantially performs its obligations, including prompt payment of all sums when due, under this Agreement. The Architect shall obtain similar nonexclusive licenses from the Architect's consultants consistent with this Agreement. The license granted under this section permits the Owner to authorize the Construction Manager, Subcontractors, Sub -subcontractors, and material or equipment suppliers, as well as the Owner's consultants and separate contractors, to reproduce applicable portions of the Instruments of Service solely and exclusively for use in performing services or construction for the Project. If the Architect rightfully terminates this Agreement for cause as provided in Section 9.4, the license granted in this Section 7.3 shall terminate. § 7.3.1 In the event the Owner uses the Instruments of Service without retaining the authors of the Instruments of Service, the Owner releases the Architect and Architect's consultant(s) from all claims and causes of action arising from such uses. The Owner, to the extent permitted by law, further agrees to indemnify and hold harmless the Architect and its consultants from all costs and expenses, including the cost of defense, related to claims and causes of action asserted by any third person or entity to the extent such costs and expenses arise from the Owner's use of the Instruments of Service under this Section 7.3.1. The terms of this Section 7.3.1 shall not apply if the Owner rightfully terminates this Agreement for cause under Section 9.4. § 7.4 Except for the licenses granted in this Article 7, no other license or right shall be deemed granted or implied under this Agreement. The Owner shall not assign, delegate, sublicense, pledge or otherwise transfer any license granted herein to another party without the prior written agreement of the Architect. Any unauthorized use of the Instruments of Service shall be at the Owner's sole risk and without liability to the Architect and the Architect's consultants. ARTICLE 8 CLAIMS AND DISPUTES § 8.1 General § 8.1.1 The Owner and Architect shall commence all claims and causes of action, whether in contract, tort, or otherwise, against the other arising out of or related to this Agreement in accordance with the requirements of the method of binding dispute resolution selected in this Agreement within the period specified by applicable law, but in any case not more than 10 years after the date of Substantial Completion of the Work. The Owner and Architect waive all claims and causes of action not commenced in accordance with this Section 8.1.1. § 8.1.2 To the extent damages are covered by property insurance, the Owner and Architect waive all rights against each other and against the contractors, consultants, agents and employees of the other for damages, except such rights as they may have to the proceeds of such insurance as set forth in AIA Document A201-2007, General Conditions of the Contract for Construction. The Owner or the Architect, as appropriate, shall require of the Construction Manager, contractors, consultants, agents and employees of any of them similar waivers in favor of the other parties enumerated herein. § 8.1.3 The Architect shall indemnify and hold the Owner and the Owner's officers and employees harmless from and against damages, losses and judgments arising from claims by third parties, including reasonable attorneys' fees and expenses recoverable under applicable law, but only to the extent they are caused by the negligent acts or omissions of the Architect, its employees and its consultants in the performance of professional services under this Agreement. The Architect's duty to indemnify the Owner under this provision shall be limited to the available proceeds of insurance coverage. § 8.1.4 The Architect and Owner waive consequential damages for claims, disputes or other matters in question arising out of or relating to this Agreement. This mutual waiver is applicable, without limitation, to all consequential damages due to either party's termination of this Agreement, except as specifically provided in Section 9.7. AIA Document B133"' — 2014. Copyright ® 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA' Document Is protected by Init. U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA. Document. or any portion of it, may result In 17 severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at / 11:31:39 ET on 04/01/2019 under Order No.5312692377 which expires on 12/18/2019, and Is not for resale. User Notes: (1834304360) § 8.2 Mediation § 8.2.1 Any claim, dispute or other matter in question arising out of or related to this Agreement shall be subject to mediation as a condition precedent to binding dispute resolution. If such matter relates to or is the subject of a lien arising out of the Architect's services, the Architect may proceed in accordance with applicable law to comply with the lien notice or filing deadlines prior to resolution of the matter by mediation or by binding dispute resolution. § 8.2.2 The Owner and Architect shall endeavor to resolve claims, disputes and other matters in question between them by mediation which, unless the parties mutually agree otherwise, shall be administered by the American Arbitration Association in accordance with its Construction Industry Mediation Procedures in effect on the date of the Agreement. A request for mediation shall be made in writing, delivered to the other party to the Agreement, and filed with the person or entity administering the mediation. The request may be made concurrently with the filing of a complaint or other appropriate demand for binding dispute resolution but, in such event, mediation shall proceed in advance of binding dispute resolution proceedings, which shall be stayed pending mediation for a period of 60 days from the date of filing, unless stayed for a longer period by agreement of the parties or court order. If an arbitration proceeding is stayed pursuant to this section, the parties may nonetheless proceed to the selection of the arbitrator(s) and agree upon a schedule for later proceedings. § 8.2.3 The parties shall share the mediator's fee and any filing fees equally. The mediation shall be held in the place where the Project is located, unless another location is mutually agreed upon. Agreements reached in mediation shall be enforceable as settlement agreements in any court having jurisdiction thereof. § 8.2.4 If the parties do not resolve a dispute through mediation pursuant to this Section 8.2, the method of binding dispute resolution shall be the following: (Check the appropriate box. If the Owner and Architect do not select a method of binding dispute resolution below, or do not subsequently agree in writing to a binding dispute resolution method other than litigation, the dispute will be resolved in a court of competent jurisdiction.) Arbitration pursuant to Section 8.3 of this Agreement Litigation in a court of competent jurisdiction Other: (Specify) § 8.3 Arbitration § 8.3.1 If the parties have selected arbitration as the method for binding dispute resolution in this Agreement any claim, dispute or other matter in question arising out of or related to this Agreement subject to, but not resolved by, mediation shall be subject to arbitration which, unless the parties mutually agree otherwise, shall be administered by the American Arbitration Association in accordance with its Construction Industry Arbitration Rules in effect on the date of the Agreement. A demand for arbitration shall be made in writing, delivered to the other party to this Agreement, and filed with the person or entity administering the arbitration. § 8.3.1.1 A demand for arbitration shall be made no earlier than concurrently with the filing of a request for mediation, but in no event shall it be made after the date when the institution of legal or equitable proceedings based on the claim, dispute or other matter in question would be barred by the applicable statute of limitations. For statute of limitations purposes, receipt of a written demand for arbitration by the person or entity administering the arbitration shall constitute the institution of legal or equitable proceedings based on the claim, dispute or other matter in question. § 8.3.2 The foregoing agreement to arbitrate and other agreements to arbitrate with an additional person or entity duly consented to by parties to this Agreement shall be specifically enforceable in accordance with applicable law in any court having jurisdiction thereof. § 8,3.3 The award rendered by the arbitrator(s) shall be final, and judgment may be entered upon it in accordance with applicable law in any court having jurisdiction thereof. AIA Document B133TM —2014. Copyright® 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIAe Document is protected by Init. U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this Alike Document, or any portion of It, may result In 18 severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 1 11:31:39 ET on 04/01/2019 under Order No.5312692377 which expires on 12/18/2019, and Is not for resale. User Notes: (1834304360) § 8.3.4 Consolidation or Joinder § 8.3.4.1 Either party, at its sole discretion, may consolidate an arbitration conducted under this Agreement with any other arbitration to which it is a party provided that (1) the arbitration agreement governing the other arbitration permits consolidation; (2) the arbitrations to be consolidated substantially involve common questions of law or fact; and (3) the arbitrations employ materially similar procedural rules and methods for selecting arbitrators). § 8.3.4.2 Either party, at its sole discretion, may include by joinder persons or entities substantially involved in a common question of law or fact whose presence is required if complete relief is to be accorded in arbitration, provided that the party sought to be joined consents in writing to such joinder. Consent to arbitration involving an additional person or entity shall not constitute consent to arbitration of any claim, dispute or other matter in question not described in the written consent. § 8.3.4.3 The Owner and Architect grant to any person or entity made a party to an arbitration conducted under this Section 8.3, whether by joinder or consolidation, the same rights of joinder and consolidation as the Owner and Architect under this Agreement. ARTICLE 9 TERMINATION OR SUSPENSION § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect's option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days' written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Architect shall be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect's services. The Architect's fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect's services. The Architect's fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect beyond those stoppages for approval of the bond election, the Architect may terminate this Agreement by giving not less than seven days' written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days' written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days' written notice to the Architect for the Owner's convenience and without cause. § 9.6 In the event of termination not the fault of the Architect, the Architect shall be compensated for services performed prior to termination, together with Reimbursable Expenses then due and all Termination Expenses as defined in Section 9.7. § 9.7 Termination Expenses are in addition to compensation for the Architect's services and include expenses directly attributable to termination for which the Architect is not otherwise compensated, plus an amount for the Architect's anticipated profit on the value of the services not performed by the Architect. § 9.8 The Owner's rights to use the Architect's Instruments of Service in the event of a termination of this Agreement are set forth in Article 7 and Section 11.9. ARTICLE 10 MISCELLANEOUS PROVISIONS § 10.1 This Agreement shall be governed by the law of the place where the Project is located, except that if the parties have selected arbitration as the method of binding dispute resolution, the Federal Arbitration Act shall govem Section 8.3. AIA Document B133T" — 2014. Copyright ® 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIM' Document Is protected by Init. U.S. Copyright Law and International Trestles. Unauthorized reproduction or distribution of thls AIAe Document, or any portion of It, may result In 19 severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at ! 11:31:39 ET on 04/01/2019 under Order No.5312692377 which expires on 12/18/2019, and Is not for resale. User Notes: (1834304360) Init. § 10.2 Terms in this Agreement shall have the same meaning as those in AIA Document A201-2007, General Conditions of the Contract for Construction, except as modified in this Agreement. The term "Contractor" as used in A201-2007 shall mean the Construction Manager. § 10.3 The Owner and Architect, respectively, bind themselves, their agents, successors, assigns and legal representatives to this Agreement. Neither the Owner nor the Architect shall assign this Agreement without the written consent of the other, except that the Owner may assign this Agreement to a lender providing financing for the Project if the lender agrees to assume the Owner's rights and obligations under this Agreement. § 10.4 If the Owner requests the Architect to execute certificates, the proposed language of such certificates shall be submitted to the Architect for review at least 14 days prior to the requested dates of execution. If the Owner requests the Architect to execute consents reasonably required to facilitate assignment to a lender, the Architect shall execute all such consents that are consistent with this Agreement, provided the proposed consent is submitted to the Architect for review at least 14 days prior to execution. The Architect shall not be required to execute certificates or consents that would require knowledge, services or responsibilities beyond the scope of this Agreement. § 10.5 Nothing contained in this Agreement shall create a contractual relationship with or a cause of action in favor of a third party against either the Owner or Architect. § 10.6 Unless otherwise required in this Agreement, the Architect shall have no responsibility for the discovery, presence, handling, removal or disposal of, or exposure of persons to, hazardous materials or toxic substances in any form at the Project site. § 10.7 The Architect shall have the right to include photographic or artistic representations of the design of the Project among the Architect's promotional and professional materials. The Architect shall be given reasonable access to the completed Project to make such representations. However, the Architect's materials shall not include the Owner's confidential or proprietary information if the Owner has previously advised the Architect in writing of the specific information considered by the Owner to be confidential or proprietary. The Owner shall provide professional credit for the Architect in the Owner's promotional materials for the Project. § 10.8 If the Architect or Owner receives information specifically designated by the other party as "confidential" or "business proprietary," the receiving party shall keep such information strictly confidential and shall not disclose it to any other person except to (1) its employees, (2) those who need to know the content of such information in order to perform services or construction solely and exclusively for the Project, or (3) its consultants and contractors whose contracts include similar restrictions on the use of confidential information. ARTICLE 11 COMPENSATION § 11.1 For the Architect's Basic Services described under Article 3, the Owner shall compensate the Architect as follows: (Insert amount of, or basis for, compensation.) Four Hundred Twenty Thousand Dollars and Zero Cents ($420,000.00) § 11.2 For Additional Services designated in Section 4.1, the Owner shall compensate the Architect as follows: (Insert amount of or basis for, compensation. If necessary, list specific services to which particular methods of compensation apply.) Hourly or at a mutually agreeable lump sum upon definition of the scope of work. § 11.3 For Additional Services that may arise during the course of the Project, including those under Section 4.3, the Owner shall compensate the Architect as follows: (Insert amount of or basis for, compensation.) Hourly or at a mutually agreeable lump sum upon definition of the scope of work. AIA Document B133", — 2014. Copyright ©2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA* Document, or any portion of It, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:31:39 ET on 04/01/2019 under Order No.5312692377 which expires on 12/18/2019, and is not for resale. User Notes: (1834304360) § 11.4 Compensation for Additional Services of the Architect's consultants when not included in Sections 11.2 or 11.3, shall be the amount invoiced to the Architect plus Ten percent ( 10 %), or as otherwise stated below: Hourly or at a mutually agreeable lump sum. § 11.5 Where compensation for Basic Services is based on a stipulated sum or percentage of the Cost of the Work, the compensation for each phase of services shall be as follows: Schematic Design Phase Design Development Phase Construction Documents Phase Construction Phase $60,000 percent ( 15 $110,000 percent ( 26 $160,000 percent ( 38 $90,000 percent ( 21 %) %) %) %) Total Basic Compensation $420,000,00 percent ( 100 %) The Owner acknowledges that with an accelerated Project delivery, multiple bid package process, or Construction Manager as constructor project delivery method, the Architect may be providing its services in multiple Phases simultaneously. Therefore, the Architect shall be permitted to invoice monthly in proportion to services performed in each Phase of Services as appropriate. § 11.6 When compensation is based on a percentage of the Cost of the Work and any portions of the Project are deleted or otherwise not constructed, compensation for those portions of the Project shall be payable to the extent services are performed on those portions, in accordance with the schedule set forth in Section 11.5 based on (1) the Owner -accepted Guaranteed Maximum Price Amendment or Control Estimate, as applicable, or (2) if the Guaranteed Maximum Price proposal or Control Estimate has not been accepted by the Owner, the most recent estimate of the Cost of the Work prepared by the Construction Manager for such portions of the Project. The Architect shall be entitled to compensation in accordance with this Agreement for all services performed whether or not the Construction Phase is commenced. § 11.7 The hourly billing rates for services of the Architect and the Architect's consultants, if any, are set forth below. The rates shall be adjusted in accordance with the Architect's and Architect's consultants' normal review practices. (If applicable, attach an exhibit of hourly billing rates or insert them below.) Employee or Category Rate (50.00) Principal $250/hr Associate $145/hr Project Manager $135/hr Architect Ili $130/hr Architect II $115/hr Architect I $105/hr Sr. Interior Designer $105/hr Urban Planner $95/hr Sr. Designer $95/hr Designer $85/hr Interior Designer $80/hr Staff/Intern $70/hr § 11.8 Compensation for Reimbursable Expenses § 11.8.1 Reimbursable Expenses are in addition to compensation for Basic and Additional Services and include expenses incurred by the Architect and the Architect's consultants directly related to the Project, as follows: .1 Transportation and authorized out-of-town travel and subsistence; .2 Long distance services, dedicated data and communication services, teleconferences, Project Web sites, and extranets; .3 Fees paid for securing approval of authorities having jurisdiction over the Project; .4 Printing, reproductions, plots, standard form documents; AIA Document B133n, — 2014. Copyright ©2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA• Document Is protected by Init. U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA• Document, or any portion of It, may result In 21 severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. Thls document was produced by AIA software at / 11:31:39 ET on 04/01/2019 under Order No.5312692377 which expires on 12/1812019. and Is not for resale. User Notes: (1834304360) .5 Postage, handling and delivery; (Paragraphs deleted) .7 Renderings, models, mock-ups, professional photography, and presentation materials requested by the Owner; .9 A11 taxes levied on professional services and on reimbursable expenses; .11 Other similar Project -related expenditures. § 11.8.2 For Reimbursable Expenses the compensation shall be the expenses incurred by the Architect and the Architect's consultants plus Ten percent ( 10 %) of the expenses incurred. Architect will prorate expenses when appropriate to the McCall Civic Campus Master Plan and other work in Idaho when appropriate § 11.8.3 If the insurance requirements listed in Section 2.6 exceed the types and limits the Architect normally maintains and the Architect incurred additional costs to satisfy such requirements, the Owner shall reimburse the Architect for such costs as set forth below: NA § 11.9 Compensation for Use of Architects Instruments of Service If the Owner terminates the Architect for its convenience under Section 9.5, or the Architect terminates this Agreement under Section 9.3, the Owner shall pay a licensing fee as compensation for the Owner's continued use of the Architect's Instruments of Service solely for purposes of completing, using and maintaining the Project as follows: NA § 11.10 Payments to the Architect § 11.10.1 An initial payment of Zero ($ 0) shall be made upon execution of this Agreement and is the minimum payment under this Agreement. It shall be credited to the Owner's account in the final invoice. § 11.10.2 Unless otherwise agreed, payments for services shall be made monthly in proportion to services performed. Payments are due and payable upon presentation of the Architect's invoice. Amounts unpaid Thirty One ( 31 ) days after the invoice date shall bear interest at the rate entered below, or in the absence thereof at the legal rate prevailing from time to time at the principal place of business of the Architect. (Insert rate of monthly or annual interest agreed upon.) One % 1 per month § 11.10.3 The Owner shall not withhold amounts from the Architect's compensation to impose a penalty or liquidated damages on the Architect, or to offset sums requested by or paid to contractors for the cost of changes in the Work unless the Architect agrees or has been found liable for the amounts in a binding dispute resolution proceeding. § 11.10.4 Records of Reimbursable Expenses, expenses pertaining to Additional Services, and services performed on the basis of hourly rates shall be available to the Owner at mutually convenient times. ARTICLE 12 SPECIAL TERMS AND CONDITIONS Special terms and conditions that modify this Agreement are as follows: The architectural work on the project should be divided into three phases, with potential stop points between phases 1 and 2, and between phases 2 and 3. PHASE 1- Execute the tasks described in the "Our Approach" document dated 25 February 2019 sufficient to produce a Schematic Design with presentation materials depicting the special layouts, building forms, interior volumes and general material descriptions of the new library. The Schematic Design should be in sufficient detail to allow for reasonably accurate pricing by Construction Manager. PHASE 2- Continuing with the Methodology described in the "Our Approach" document dated 25 February 2019 sufficient to produce Design Development plans and specification sufficient to allow for Construction Manager to establish guaranteed maximum cost in preparation for a May 2020 bond election. Deduct Alternates approved by the AIA Document 13133T" — 2014. Copyright f5 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA' Document is protected by Init. U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA' Document, or any portion of lt, may result in 22 severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at l 11:31:39 ET on 04/01/2019 under Order No.5312692377 which expires on 12/18/2019, and Is not for resale. User Notes: (1834304360) Owner will be provided by Architect as requested, so project cost could be adjusted without having to alter the scope or delay the execution of the project. PHASE 3- With the passage of a bond in May of 2020, complete Construction Document within 90 days and follow through with Contract Administration beginning in Fa11 2020 to allow for completion of the Project estimated to be Spring 2022. ARTICLE 13 SCOPE OF THE AGREEMENT § 13.1 This Agreement represents the entire and integrated agreement between the Owner and the Architect and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by written instrument signed by both Owner and Architect. § 13.2 This Agreement is comprised of the following documents listed below: .1 AIA Document B 133TM-2014, Standard Form Agreement Between Owner and Architect, Construction Manager as Constructor Edition .2 AIA Document E203TM-2013, Building Information Modeling and Digital Data Exhibit, if completed, or the following: N/A .3 Other documents: (List other documents, if any, including additional scopes of service forming part of the Agreement.) 1. Conceptual design study for an expanded McCall Public Library dated Seventh Day of December in the year Two Thousand Sixteen 2. "Our Approach" dated Nineteenth Day of N r ember in the year Two Thousand Eighteen revised dated Twenty Fifth day of February in the year wo Thousand Eig This Agreement entered into as of the day and year first writtc 0' NER (Signatu flA61, tita-0 W (Printed name andtit e) Dennis Humphries, AIA Principal (Printed name and title) AIA Document B133"' — 2014. Copyright ©2014 by The American Institute of Architects. Ali rights reserved. WARNING: This AIA Document Is protected by Init. U.S. Copyright Law and international Treaties. Unauthorized reproduction or distribution of thls AIM' Document, or any portion of it, may result In 23 severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:31:39 ET on 04/01/2019 under Order No.5312692377 which expires on 12/18/2019, and is not for resale. User Notes: (1834304360) Additions and Deletions Report for AIA® Document B 1337"' — 2014 This Additions and Deletions Report, as defined on page 1 of the associated document, reproduces below all text the author has added to the standard form AIA document in order to complete it, as well as any text the author may have added to or deleted from the original AIA text. Added text is shown underlined. Deleted text is indicated with a horizontal line through the original AIA text. Note: This Additions and Deletions Report is provided for information purposes only and is not incorporated into or constitute any part of the associated AIA document. This Additions and Deletions Report and its associated document were generated simultaneously by AIA software at 11:31:39 ET on 04/01/2019. PAGE 1 AGREEMENT made as of the First day of April in the year Two Thousand Nineteen City of McCall Public Library 216 E. Park St. McCall, ID 83638 208-634-5522 Ilumphrics Poli Architects, P.C. 1655 Grant St. Denver CO 80203 303-607-0040 McCall Public Library. Design and Construction Administration of a new approximately 12,000 square foot, two story Library based on programming and conceptual design composed by Humphries Poli Architects in 2016. It is anticipated the new library will be located in the City of McCall's Civic Campus. TBD PAGE 2 Completed by Humphries Poli Architects dated December 2016. A new two story library of approximately 12,000 SF Option "A" in the 2016 conceptual design study located in City of McCall, ID Civic Campus. Architect is concurrently retained by the city of McCall to create a Civic Campus Master Plan. Architect will incorporate changes to the library design as mutually agreed. The anticipated project budget is $5,840,000 per the 2016 conceptual design study excluding renovation of the existing Library into City Offices. PAGE 3 Additions and Deletions Report tor AIA Document B133TM — 2014. Copyright ® 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA' Document is protected by U.S. Copyright Law and International Treaties, Unauthorized reproduction or distribution of this AIA° Document, or any portion of It, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:31:39 ET on 04/01/2019 under Order No.5312692377 which expires on 12/18/2019, and is not for resale. User Notes: (1834304360) Program verification Schematic Design and Design Development completedprior to November 2019 to facilitate preparation for a May 2020 municipal bond election. The Construction Documents phase would not begin until directed by the Owner filler the successful passage of the May 2020 municipal bond election and completed prior to November 2020 Summer 2022 TBD AIA Document A133-2009, Standard Form of Agreement Between Owner and Construction Manager as Constructor where the basis of payment is the Cost of the Work Plus a Fee with a Guaranteed Maximum Price. Limited to one bid/procurement package N/A Anettc Spickard as City Manager, City of McCall. 216 E. Park St. McCall, ID 83638 208-634-1003 aspickard@>,mccall.id.us None PAGE 4 Construction Manager has not been retained as of the date of this Agreement. Architect will assist the Owner in the selection of the Construction Manager. It is assumed Owner will retain the Construction Manager by 01 June 2019. None TBD Additions and Deletions Report for AIA Document R133T" — 2014. Copyright © 2014 by The American Institute of Architects. All rights reserved. WARNING: Thls AIA® Document Is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:31:39 ET on 04/01/2019 under Order No.5312692377 which expires on 12/18/2019, and is not for resale. User Notes: (1834304360) (TBD) .5 Civil Engineer: .6 Other .50ther consultants: None Identified Humphries Poli Architects, P.C. 1655 Grant St. Denver, CO 80203 303-607-0040 Dennis Humphries, AIA dhumphries@hparch.com PAGE 5 TBD .2 Mechanical and Plumbing Engineer: TBD .3 Electrical Engineer: TBD .4 Civil Engineer: TBD .5 Landscape Architect: TBD Additions and Deletions Report for AIA Document B133TM — 2014. Copyright ©2014 by The American Institute of Architects. All rights reserved. WARNING: Thls AIAe Document Is protected by U.S. Copyright Law and international Treaties. Unauthorized reproduction or distribution of this AIA' Document, or any portion of it, may result In severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:31:39 ET on 04/01/2019 under Order No.5312692377 which expires on 12/18/2019, and is not for resale. User Notes: (1834304360) None identified at this time "Our Approach" Documcnt dated 25 February 2019 provided to Library § 1.2 The Owner and Architect may rely on the Initial Information. Both parties, however, recognize that such information may materially change and, in that event, the Owner and the Architect shall appropriately adjust the schedule, the Architect's services and the Architect's compensation. Architect and Owner will agree to adjust Architects fee accordingly in the event of substantial changes. PAGE 6 § 2.6.1 Commercial General Liability with policy limits of not less than One Million Dollars and Zcro Cents ($ 1,000,000.00) for each occurrence and Two Million Dollars and Zero Cents ($ 2,000,000.00) in the aggregate for bodily injury and property damage. § 2.6.2 Automobile Liability covering vehicles owned by the Architect and non -owned vehicles used by the Architect with policy limits of not less than One Million Dollars and Zero Cents ($ 1,000,000.00) per claim and One Million Dollars and Zero Cents ($ 1,000,000.00) in the aggregate for bodily injury and property damage along with any other statutorily required automobile coverage. § 2.6.5 Professional Liability covering negligent acts, errors and omissions in the performance of professional services, with policy limits of not less than Two Million Dollars and Zero Cents ($ 2,000,000.00 ) per claim and Four Million Dollars and Zcro Cents ($ 4,000,000.00) in the aggregate. PAGE 10 § 3.6.2.1 The Architect shall visit die-site-et-intewals-appfepFiate-te-the-stage-ef-eensifuetionrnot to exceed one time per month, or as otherwise required in Section 4.3.3, to become generally familiar with the progress and quality of the portion of the Work completed, and to determine, in general, if the Work observed is being performed in a manner indicating that the Work, when fully completed, will be in accordance with the Contract Documents. However, the Architect shall not be required to make exhaustive or continuous on -site inspections to check the quality or quantity of the Work. On the basis of the site visits, the Architect shall keep the Owner reasonably informed about the progress and quality of the portion of the Work completed, and report to the Owner (1) known deviations from the Contract Documents and from the most recent construction schedule, and (2) defects and deficiencies observed in the Work. PAGE 12 § 4.1.1 Manager Assistance with selection of the Construction Included in Basic ,Services § 4.1.2 Programming (B202T"-2009) Architect completed in December 2016 concept study § 4.1.3 Multiple preliminary designs Architect completed in December 2016 concept study § 4.1.4 Measured drawings Not Provided § 4.1.5 Existing facilities surveys Not Provided § 4.1.6 Site evaluation and planning (B203T74-2007) Not Provided § 4.1.7 Building information modeling (E203TM 2013) Included in Basic Services § 4.1.8 Civil engineering Included in Basic Services Additions and Deletions Report for AIA Document B133"' —2014. Copyright © 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA' Document is protected by U.B. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA' Document, or any portion of it, may result In severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:31:39 ET on 04/01/2019 under Order No.5312892377 which expires on 12/18/2019, and is not for resale. User Notes: (1834304360) § 4.1.9 Landscape design Included in Basic Services § 4.1.10 Architectural interior design (B252TM-2007) Included in Basic Services § 4.1.11 Value analysis (B204T"_2007) Architect as supplemental service § 4.1.12 Detailed cost estimating Owner § 4.1.13 On -site project representation (B207T"_2008) Architect § 4.1.14 Conformed construction documents Architect § 4.1.15 As -designed record drawings Architect § 4.1.16 As -constructed record drawings Included in Basic Services § 4.1.17 Post occupancy evaluation Not Provided § 4.1.18 Facility support services (B210T"_2007) Not Provided § 4.1.19 Tenant -related services Not Provided § 4.1.20 Coordination of Owner's consultants Owner § 4.1.21 Telecommunications/data design Owner § 4.1.22 Security evaluation and planning (B206T14-2007) Owner § 4.1.23 Commissioning (B211T"_2007) Owner § 4.1.24 Extensive environmentally responsible design Architect § 4.1.25 LEED® certification (B214T"1-2012) Architect § 4.1.26 Historic preservation (B205T14-2007) Not Provided § 4.1.27 Furniture, furnishings, and equipment design (B253T"-2007) Architect PAGE 13 Defined by Architect as requested by Owner. PAGE 14 .6 .—Preparation of design and documentation for alternate bid or proposal requests proposed by the Owner or Construction Manager; Preparation for, and attendance at, a public presentation, meeting or hearing; 4—.8 Preparation for, and attendance at a dispute resolution proceeding or legal proceeding, except where the Architect is party thereto; 44—.9 Consultation concerning replacement of Work resulting from fire or other cause during construction; ,42—.10 Assistance to the Initial Decision Maker, if other than the Architect; 43—.11 Services necessitated by replacement of the Construction Manager or conversion of the Construction Manager as constructor project delivery method to an alternative project delivery method; 44—.12 Services necessitated by the Owner's delay in engaging the Construction Manager; and 46—.13 Making revisions in Drawings, Specifications, and other documents resulting from substitutions included in the agreed to assumptions and clarifications contained in the Guaranteed Maximum Price Amendment or Control Estimate. .1 Two ( 1) reviews of each Shop Drawing, Product Data item, sample and similar submittals of the Construction Manager .2 Fifteen ( 15 ) visits to the site by the Architect over the duration of the Project during construction .3 Two ( 1 inspections for any portion of the Work to determine whether such portion of the Work is substantially complete in accordance with the requirements of the Contract Documents .4 Two ( 23 inspections for any portion of the Work to determine fmal completion Additions and Deletions Report for AIA Document B1331° — 2014. Copyright © 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA° Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA° Document, or any portion of It, may result In severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:31:39 ET on 04/01 /2019 under Order No.5312692377 which expires on 12/18/2019, and is not for resale. User Notes: (1834304360) § 4.3.4 If the services covered by this Agreement have not been completed within Thirty Six (36) months of the date of this Agreement, through no fault of the Architect, extension of the Architect's services beyond that time shall be compensated as Additional Services. PAGE 18 [] PAGE 19 Arbitration pursuant to Section 8.3 of this Agreement § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the ", , Architect beyond those stoppages for approval of the bond election, the Architect may terminate this Agreement by giving not less than seven days' written notice. PAGE 20 Four Hundred Twenty Thousand Dollars and Zero Cents ($420,000.00) Hourly or at a mutually agreeable lump sum upon definition of the scope of work. Hourly or at a mutually agreeable lump sum upon definition of the scope of work. § 11.4 Compensation for Additional Services of the Architect's consultants when not included in Sections 11.2 or 11.3, shall be the amount invoiced to the Architect plus Ten percent (10 %), or as otherwise stated below: Hourly or at a mutually agreeable lump sum. PAGE 21 Schematic Design Phase $60,000 percent ( 15 %) Design Development Phase $110,000 percent ( 26 %) Construction Documents Phase $160,000 percent ( 38 %) Construction Phase $90,000 percent ( 21 %) Total Basic Compensation one -hundred percent ( 100 %) $420,000,00 Principal $250/hr Associate $145/hr Project Manager $135/hr Architect III $130/hr Architect II $115/hr Architect I $105/hr Sr. Interior Designer $105/hr Urban Planner $95/hr Sr. Designer $95/hr Designer $85/hr Interior Designer $80/hr Staff/Intern $70/hr PAGE 22 Additions and Deletions Report for AIA Document B133TM — 2014. Copyright ® 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA° Document Is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA° Document, or any portion of It, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. Thls document was produced by AIA software at 11:31:39 ET on 04/01/2019 under Order No.5312692377 which expires on 12/18/2019, end is not for resale. User Notes: (1834304360) .9 All taxes levied on professional services and on reimbursable expenses; § 11.8.2 For Reimbursable Expenses the compensation shall be the expenses incurred by the Architect and the Architect's consultants plus Ten percent ( 10 %) of the expenses incurred. Architect will prorate expenses when appropriate to the McCall Civic Campus Master Plan and other work in Idaho when appropriate NA NA § 11.10.1 An initial payment of Zero ($ 0) shall be made upon execution of this Agreement and is the minimum payment under this Agreement. It shall be credited to the Owner's account in the final invoice. § 11.10.2 Unless otherwise agreed, payments for services shall be made monthly in proportion to services performed. Payments are due and payable upon presentation of the Architect's invoice. Amounts unpaid Thirty One (31) days after the invoice date shall bear interest at the rate entered below, or in the absence thereof at the legal rate prevailing from time to time at the principal place of business of the Architect. One % 1 per month The architectural work on the proiect should be divided into three phases, with potential stop points between phases 1 and 2, and between phases 2 and 3. PHASE 1- Execute the tasks described in the "Our Approach" document dated 25 February 2019 sufficient toproducc a Schematic Design with presentation materials depicting the special layouts, building forms, interior volumes and general material descriptions of the new library. The Schematic Design should be in sufficient detail to allow for reasonably accurate pricing by Construction Manager. PHASE 2- Continuing with the Methodology described in the "Our Approach" document dated 25 February 2019 sufficient to produce Design Development plans and specification sufficient to allow for Construction Manager to establish guaranteed maximum cost in preparation for a May 2020 bond election. Deduct Alternates approved by the Owner will be provided by Architect as requested, so project cost could be adjusted without having to alter the scope or delay the execution of the project. PHASE 3- With the passage of a bond in May of 2020, complete Construction Document within 90 days and follow through with Contract Administration beginning in Fall 2020 to allow for completion of the Project estimated to be Spring 2022. PAGE 23 N/A Additions and Deletions Report for AIA Document B133TM — 2014. Copyright o 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of It, may result In severe clvll and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:31:39 ET on 04/01/2019 under Order No.5312692377 which expires on 12/18/2019, and Is not for resale. User Notes: (1834304360) (List other documents, if any, including additional scopes of service forming part of the Agreement.) 1. Conceptual design study for an expanded McCall Public Library dated Seventh Day of December in the year Two Thousand Sixteen 2. "Our Approach" dated Nineteenth Day of November in the year Two Thousand Eighteen revised dated Twenty Fifth day of February in the year Two Thousand Eighteen. Dennis Humphries, AIA Principal Addhlons and Deletions Report for AIA Document B133TM — 2014. Copyright ©2014 by The American Institute of Architects. All rights reserved. WARNING: Thls AIA® Document Is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA8 Document, or any portion of It, may result In severe chill and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:31:39 ET on 04/01/2019 under Order No 5312692377 which expires on 12/18/2019, and is not for resale. User Notes: (1834304360) Certification of Document's Authenticity AIA° Document D401TM — 2003 I, , hereby certify, to the best of my knowledge, information and belief, that I created the attached final document simultaneously with its associated Additions and Deletions Report and this certification at 11:31:39 ET on 04/01/2019 under Order No. 5312692377 from AIA Contract Documents software and that in preparing the attached final document I made no changes to the original text of AIA® Document B 133TM — 2014, Standard Form of Agreement ‘twcen Owner and Arch ct, Construction Manager as Constructor Edition, as published by the AIA in its software, o cr t hose additio d deletions shown in the associated Additions and Deletions Report. (Signe l (Title) 15 AV, 011 (Dated) AIA Document D401TM — 2003. Copyright ® 1992 and 2003 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document le protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of thle AIA Document, or any portion of it, may result In severe civil and criminal penalties, end will be prosecuted to the maximum extent passible under the law. Thla document was produced by AIA software at 11:31:39 ET on 04/01/2019 under Order No.5312692377 which expires on 12/18/2019, and le not for resale. User Notes: (1834304360) HUM PHRIES ARCHITECTS 19 November 2018/REVISED 25 February 2019 Our Approach We are pleased to present our project approach for the continuation of the (re)Imagination of the City of McCall Public Library. It has been nearly two years since we completed our conceptual design and programming exercise with you. We are excited to hear the project has gained traction and the City and Library are poised to push the project forward. We are most ecstatic that you have requested we provide additional information and initial thoughts about our approach for consideration to be the Architect to collaborate with you on this important mission....the realization of this dream. What we have provided with this document is a draft description of our approach including thoughts about the design fees for design services and duration of these services. We understand you are considering a ballot initiative in May 2020. Our proposal starts to address that concept of funding and how that might be best accomplished. Again, these are thoughts and not necessarily a final offer. Our past success have resulted from close collaboration with our clients in assembling the right team members and a schedule that meets your needs. We would propose a contractual relationship would be based upon a Standard Form of Agreement Between Owner and Architect as written by the American Institute of Architects. We would amenable to other forms of agreements if those terms do not meet the needs of the City. We look forward to our discussions with you on 12 December 2018 to further clarify and answer questions you may need answered. Project Initiation There are a great number of characteristics in library design that are very important to the success of a new library facility. Experience has taught our team that two primary characteristics are most critical. The first is ensuring that the library responds to the specific needs of the community; the second is that it is flexible in its response to the functional requirements of the staff and programming as they might change over the years. Our process for public presentations and meetings enables responses to the major needs of the library community and the functional requirements of the staff. The challenge of designing public libraries requires a unique combination of architectural knowledge, programmatic understanding, a consensus oriented design process, and an ability to be truly receptive to the subtle nuisances of each community and site. Ideally a library should be designed to embrace the community's population as a whole, serving the needs of every age group and represented interest. Spaces should be designed specifically to accommodate the needs of young children and the elderly alike. Both should feel that their needs are catered to without a creating a feeling of compromise. A library must also respond to the utilization needs of the population. If people rely heavily on the library as the place to use computers, access the internet and gain valued technological training then the library must accommodate that need. If the library is a place where school children and teenagers are encouraged to spend time there must be a designated space that is welcoming. 1655 Grant Street Denver, CO 80203 P. 303.607.0040 F. 303.6070041 HPARCH.COM HUM As a team, we are committed to a design process that establishes a relationship with the McCall community. Our public engagement process is designed to gather input from diverse groups to understand the specific needs of the community the library will serve. This type of participation greatly informs our designs and is something that we feel results in a strong sense of civic pride when the (re)IMAGINATION of the McCall Public Library is complete. We will initiate the project with a startup meeting with project leadership immediately after being notified of our selection. This meeting will establish project relationships, budget, contacts, and most importantly the (re)IMAGINATION process goals. The HPA team and project leadership will identify all project stakeholders. An important component of this meeting will be a collaborative review and validation of the preliminary project schedule. We intend to build project consensus through our aggressive engagement process consisting of design charrettes, presentations to representative library personnel and the community, information gathering sessions with working groups, communication of design alternatives and test solutions, and continual reiteration of the established project ambitions to the design team, the identified stakeholders, and the public. Effective communication begins with understanding the Library's processes, best complemented by a well prepared team that develops thorough, well thought-out meetings. Our team has a proven process of working with library staff and building officials and developing a program analysis that allows the respective stakeholders to understand project goals and the established approach. Team Integration Important to the success of this project will be the HPA team's internal collaborative processes and the management of individual efforts within each of the project's tasks. Dennis Humphries would continue as the Design Lead and Library Architect for the project. Ben Nissley from HPA would serve as the Job Captain to support Dennis' role and function as primary project liaison between the consultant team responsible for ensuring the accurate relay and execution of project goals, objectives, schedule milestones, budget, and other considerations with their staffs throughout all phases of the project. The very high level of team familiarity we can bring to this commission will facilitate communication and execution in all phases. We intend to engage engineering consultants both with a specialization in library design and familiarity with the workings of the local community. At this point in time we have not identified specific consultants but will work with you in ensuring the team is appropriately assembled. We also understand that you have determined to use the Construction Manager/General Contractor (CM/GC) approach to constructing the project. We would suggest that you engage this team member shortly after the initiation of the design phase in order they can offer the most thoughtful and responsive advice and counsel to the design team. We would welcome the opportunity to provide assistance in this procurement process. Process Visionary libraries are created by great leadership, great librarians, great architects and great project teams. But even more, great libraries are made by the people who use them. This includes both the external users (customers) and internal users (front line staff). Both categories of users are critical targets for the collaborative engagement process. The boldest, most 1655 Grant Street Denver. CO 80203 P. 303.607.0040 F. 303.607.0041 NUM PMRIES ARCHITECTS innovative staff members deserve a library that will allow them to test their new ideas for service. And the customers deserve something that allows them to experience greatness — in the collections, in the space, in their community, and above all in themselves. We understand the great value of straight forward, open, and honest dialogue with library staff, Library Board members, stakeholders and affected entities. Our approach begins by reaffirming the Library's goals, ambitions and expectations for the project and then assessing their needs and projecting the possibilities based on known constraints such as budget, schedule, building expansion possibilities and site restrictions. Our highly acclaimed portfolio of over 100 public library projects is a testament to the success of our innovative process. We would propose the scope of work consist of the following five phases: PHASE 1: Confirmation Scope of Work: The Confirmation phase would consist of several information meetings with various groups to confirm the work previously completed Conceptual Design and Programming phases is still relevant and appropriate to the project. We will initiate the process with a kick-off meeting with the Library's project leadership team. This meeting will establish project relationships, budget, contacts, and client focused goals. The design team and McCall's leadership staff will identify all project stakeholders. An important component of this meeting will be a collaborative review and validation of preliminary programming, budget, schedule, and approach, which we will begin to conduct upon notice to proceed schedule will show individual tasks described in the scope of work for the project and identify key milestone dates to ensure we meet your schedule for funding. Our schedule will include regular client and project management meetings so that established leadership representatives can fully anticipate their participation in the forecasted planning and design process. We intend to build project consensus through workshop design charrettes, presentations to representative Library and City staff and the community, information gathering sessions with working groups, communication of design alternatives and test solutions, and continual reiteration of the established project ambitions to the designers, the identified stakeholders, and the public. Effective communication begins with understanding McCall's processes, best complemented by a well prepared team that develops thorough, well thought-out submittals. Our team has a proven process of working with planning staff and building officials and developing code and program analysis that allows the respective reviewers to understand project goals and the established approach. We are also very aware that when planning the repurposing of an existing building it is imperative the design team have a thorough understanding of the condition of the building's systems prior to the commencement of the design process. We consider this assignment akin to completing our homework prior to starting the design process. The respective building systems to be addressed include landscape/civil engineering; structural systems including foundation and superstructure; architectural systems; mechanical systems including heating, ventilating, air conditioning and plumbing; and electrical systems including lighting, controls, power, security, and telecommunication systems. 1655 Grant Street Denver. CO 80203 P. 303.607.0040 F. 303.607.0041 HPARCH.COM HUM PHRIES ARCHITECTS Design Fees/Duration: We would propose a lump sum design fee of $ 5,000 for this phase. We would estimate the timeframe to complete this phase to be 4 weeks. PHASE 2: Create (Schematic Design) Scope of Work: Design is where it begins. This is where the creative seed is sown, where the space is shaped, where the relationship of creative engagement in the library can begin. It is too important and too valuable an opportunity to be missed. HPA excels at leading a design process designed to inspire consensus from divergent interests. Our team will present to the staff and affiliated stakeholders the benefits and impacts of the proposed project. We will detail our recommendations regarding Library functions, the possibilities for combining like efforts to reduce redundancy, the pros and cons of centralization or decentralization of services and potential reorganizations of assets, resources, and staff. Our goal is to stimulate and inform the Library to push the boundaries of what your library will be in the future and reconfirm how will these past and new thoughts could be relevant for the McCall Public Library. The Create phase will commence the Schematic design process that consists of an analysis of the previously completed Confirmation phase. During this phase we will refine the Conceptual Design as needed in order to comprehensively address the Library's and City's needs with respect to salient factors including: • Projected needs compared to existing inventory, condition, and remaining life -span of systems in the existing facility; • Proposed benefits to the community; • The possibilities of co -location of staff focused facilities and plan efficiencies; • Confirming funding sources and opportunities • Alignment with the McCall Public Library architectural vernacular and true to the design intent; • The overall required time frame for construction. The Schematic Design phase would include the following minimum level of detail: • Site Plan • Floor Plans • Interior Design Elements • Building massing studies • Outline Specification • Cost Estimates Meetings with the McCall Public Library Building Committee leadership team would be conducted to summarize the findings from the previous phase. An open house to the public, or "world cafe", would be conducted to share ideas that have been generated to date. The world cafe would be organized with stations located throughout the library illustrating ideas specific to a particular area of the library- i.e. Children's, Teens, Technology, Local History, etc. If requested we would conduct meetings with select focus group users. This would potentially include groups such as local businesses, educators, historians, writers, youth, community leadership, etc. The Create phase would conclude with the selection of a preferred floor plan and building massing alternatives. This phase will be refined based on input from the project leadership and 1655 Grant Street Denver. CO 80203 P. 303.607.0040 F. 303.607 0041 HPARC-: HUM1 poj affected stakeholders. The Schematic Design package will be presented for final approval to complete the task. Design Fees/Duration: We would propose a lump sum design fee of $ 55,000 for this phase. We would estimate the timeframe to complete this phase to be 8 weeks. PHASE 3: Agreement (Design Development) Scope of Work: The Agreement Phase or Design Development phase of the project will finalize the (re)imagination process of exploring the preferred design alternative within the established project framework. The preferred alternative from previously completed Schematic design would be developed into a McCall Public Library design that responds to all established criteria and created within an approximate project budget. The building's HVAC, plumbing, and electrical systems will be studied and final visioning recommendations advanced. We also recommend that sustainable principles be incorporated into the project from the beginning, and every effort will be made to achieve an environmentally conscious building. Opportunities to increase efficiency and extend resources will be sought. Materials and finishes will be selected for their impact on occupants' health and wellbeing. Proposed operational procedures would be analyzed and documented as part of the design/review efforts. Scenarios will be developed to demonstrate procedures taking place within the facility to illustrate how they are affected by the design. A Schematic design plan and updated budget will be presented to the Library and identified stakeholders at the completion of this phase. Through a workshop / charrette process, we will present the preferred visioning design in sufficient detail for leaders to make informed decisions about the project's overall direction. We will facilitate an effective discussion on the positive and negative attributes of each aspect of the design. A meeting with the McCall Public Library leadership team would be conducted to summarize the findings from the previous phases and to describe a preferred option. A public presentation would be conducted, if desired, in the evening to share the preferred option. This presentation would include diagrams of the organization of the library, perspective sketches, and models if appropriate. The primary goal of this phase is to gain consensus on a preferred option. Meetings with other civic groups would be conducted as identified to further gain consensus on a preferred option. Proposed Fee/Phase Duration: We would propose a lump sum design fee of $110,000 for this phase. We would estimate the timeframe to complete this phase to be 12 weeks. PHASE 4: The Final (Construction Documents) Scope of Work: Construction Document Preparation is next step in the design process. Our team will take great pride in this phase of the project to ensure that the project and the McCall Public Library leadership are thoroughly supported throughout the Construction Document phase. In addition to the preparation of the documents used for pricing, permitting and construction of the project by the CM/GC, we would prepare documents for the selection and coordination of the Furniture, Fixtures and Equipment (FFE). 1655 Grant Street Denver, CO 80203 P. 303.607.0040 F. 303.607.0041 HPARCH.COM NUM PHRIES ARCHITECTS Construction documents for your project will be prepared from approved documents from the previous phase. Our team uses a comprehensive checklist for document production that would be applied to the McCall Public Library project. Our document preparation process is intensive intended to make certain each requirement is included and design goals are carried through. Our document preparation process has typically enabled us to meet and occasionally exceed established project schedules. Tasks include: • Developing detail conditions. • Selecting remaining building materials. • Developing major engineering systems. • Coordinating architectural and engineering systems. • Preparing construction drawings and specifications (architectural, structural, mechanical, electrical). • Preparing cost estimate and review budget at 50% completion with the CM/GC. • Reviewing construction drawings and specifications at 30% and 60% completion. • Coordinating and checking all documents. • Preparing detailed cost estimates and review budget at 90% completion. • Obtaining City of McCall Building Department approvals. • Prepare procurement documents for the Furniture, Fixtures and Equipment (FFE). Our team employs a number of methods to minimize conflicts in the final construction documents to reduce change orders. This includes a Quality Assurance process that includes detailed reviews that include an analysis of the documents for their ability to be constructed, maintained, and for accuracy. This review will be completed by a senior architect independent of the design team to the project. Our document preparation process is intended to make certain that each requirement is included in the documents and that all design goals have been carried through. Our team has been using BIM (Building Information Modeling) technology since 2002. Our preferred platform is REVIT. We are leaders in the field in the implementation of this type of project documentation. Building digital models during the construction document phase will allow us to coordinate and monitor potential construction conflicts well in advance of them becoming conflicts. We will host the model and provide timely updates to all the consultant's on the team. We also provide the CM/GC access to the model, with some limitation, as opposed to their being required to create their own model. We have first-hand experience in knowing that sharing valuable information of this nature through the construction phase only simplifies the process at the end of the project. We also utilize electronic submission of all shop drawings to again ensure "we", the entire design and construction team, are using the same documentation and understand the issues. Design Fees/Duration: We would propose a lump sum design fee of $ 160,000 for this phase. We would estimate the timeframe to complete this phase to be 16 weeks. PHASE 5: Realization (Contract Administration) Scope of Work: We believe it imperative to be actively involved in the bidding and construction observation process. Being proactively involved in the bidding process will proactively resolve the potential for many issues during the construction phase. First and foremost, it is imperative this process begin with a complete and thorough preparation of construction documents. 111 1655 Grant Street Denver. CO 80203 P. 303.607.0040 F. 303.607.0041 HPARC$ HUM PHRIES ARCHITECTS All questions from potential sub -contractors will flow through the Construction Manager/General Contractor but will require timely clarification and potentially require the design team to make modifications to the Contract Documents that will be issued as Addenda. We will also believe it important that the design team assist in the prequalification process to ensure the potential subcontractors truly do have the expertise to perform their services on the project. Our involvement in the pricing process will also require the General Contractor's analysis of alternative and/or substitute materials and products. We will assist the Construction Manager/General Contractor in the conducting of the pre -bid conference and then follow up with assistance in the bid evaluation process. During the presentation of the Guaranteed Maximum Price (GMP), we will actively participate to ensure that the entire scope of work has been considered and included in the project's costs. A hallmark of the services we provide is in-depth participation during the construction phase. We understand that our last impression had better be as good as our first impression. During construction, attention to detail, responsiveness and thoughtful solutions are paramount. Our team has an outstanding record of providing effective construction administration resulting in minimal change orders and target budget achievement. Although we are not a construction manager with continuous on -site representation, the quality of construction as an inherent responsibility. Our success is based on being proactive through the assertion of enforceable rules, procedures and/or requirements by writing them into our specifications. Through this process, we describe our expectations for records, submittals, requests for information, and proposal requests. Even though the contractor is not working directly for us we have some power to ensure procedural compliance with established best practices. We also require the contractor to forecast potential problems during regular construction meetings. Issues in conflict with the construction documents are to be submitted in a written Request for Information (RFI). These requests are addressed by the team in detail and responses are documented and presented to the Owner for consideration if warranted. Internally, we require that our staff respond to every RFI within 24 hours. This helps maintain smooth and continual construction and reduces the likelihood of incurring additional project costs. During construction, our main function is to see that construction proceeds according to the contract documents and to administer requisite approvals. We will be responsible for the coordination of all design team activities during the construction phase. Our team will have regular construction representatives who will visit the project at times appropriate to progress. To properly evaluate the work, the team representative will be accompanied by other design team professionals on a periodic basis as necessary. In connection with these visits, the construction representatives will maintain a log of job progress and will complete regular field reports. The construction representatives will also be responsible for all activities normally occurring during the CA phase: • Review of shop drawings • Review of samples • Payment review • Post -construction warranty review The team maintains a strong sensitivity to the need to complete projects on time and within budget. Our background in the planning and design of many similar public facilities provides us with a keen awareness of the issues and challenges that arise during projects. We have 11 1655 Grant Street Denver. CO 80293 P. 303.607.0040 F. 303 6070041 HPARCH.COM HUM PHRIES ARCHITECTS repeatedly proven that we are able to respond to these issues quickly and efficiently. A hallmark of the services we provide is in-depth participation during the construction phase. We understand that our last impression had better be as good as our first impression. During construction, attention to detail, responsiveness and thoughtful solutions are paramount. Our team has an outstanding record of providing effective construction administration resulting in minimal change orders and target budget achievement. Although we are not a construction manager with continuous on -site representation, the quality of construction as an inherent responsibility. We imagine the need for weekly Owner/Architect/Contractor (OAC) meetings. It is typical that we would conference in for those meetings three times a month and then attend in person once a month. This is all dictated by the progress of the construction phase and the need to be physically present. Our consultant team of engineers would visit the site as necessary to review the progress on their respect components of the project. We have found this process to be extremely success in past library construction projects. Design Fees/Duration: We would propose a lump sum design fee of $ 90,000 for this phase. We would estimate the timeframe to complete this phase to be 52 weeks. Special Design/Computer Modeling Our team has recently started utilizing a state-of-the-art process of generating fully interactive, fully immersive virtual reality (VR) experiences which allows the Library to engage with their design from concept to completion. Our process pairs the advantages of the three dimensional digital models generated through our Building Information Modeling (BIM) process with the cutting edge tech of VR and enables clients to walk around their projects before they are built. We have found this process to be exceedingly beneficial in its ability to help clients rapidly and intuitively understand their spaces. The VR process employs technology which includes industry leading high resolution head mounted displays, motion tracking sensors and real time video rendering software to create an experience which is highly detailed, interactive, and easy to use. We integrate this process into our practice in the form of design services and marketing products. Our VR design services enable clients and architects to create a virtual prototype of the space as it is being designed, similar to traditional architectural study models. These models can be used to illustrate and iterate on many aspects of the design and enable a greater degree of precision in communication and design between stakeholders. VR prototypes are employed throughout the design process, and these true -to -scale digital mock-ups of the space and provide an intuitive touchstone for all parties to use for design confirmation purposes. The VR experience enhances the design process by providing a level of detail matching and exceeding that of traditional architectural rendering techniques while providing unmatched immersion. These products can be offered to the City of McCall for use in fund raising and consensus building. The VR process simulates the function of constructing mock-ups at a fraction of the cost. The capabilities of virtual reality can be harnessed to drive interest in the project and leave a lasting impression. The process of creating the VR experience also yields 1655 Grant Street Denver. CO 80203 P. 303.607.0040 F. 303.6070041 HPARCH.COM NUM PNRIES ARCHITECTS more traditional marketing offerings such as video, 360 degree panorama tours, and high resolution renderings for print. Sustainable Design Our team is fully committed to application of design and building techniques that promote reduced energy consumption and decreased environmental footprints for all buildings. We make it a point to recommend appropriate sustainable design solutions to our clients regardless of whether LEED Certification is a project goal. We see these solutions as more than just environmentally conscious. In almost every case, the sustainable design applications we propose enable our clients to realize immediate and long-term economic benefits. Our staff has a significant number of USGBC LEED Accredited Professionals. Each project undertaken by this team includes a review of applicable sustainable design strategies at the outset of the design process. We then further evaluate the strategy with respect to immediate and long-term cost savings to the project. We are fully committed to the pursuit of Green Design Principles for the McCall Public Library project. Every project undertaken by our team includes a review of the applicable design strategies at the outset of the design process and then further evaluates the appropriateness of the strategy with respect to immediate and long term cost savings to the Owner. Because libraries consume large amounts of energy and resources, and because they affect the quality of lives in their communities we have found this building type to be highly appropriate to the incorporation of green building principles. Right now green architecture is considered a trend. We believe and practice it in a sense that green is going to be extraordinarily important and, quite frankly, necessary for all buildings to performs well in the future. The biggest misconception about green architecture is the assumption that it is more expensive. In many cases the tendency with green design is to add things, add a green roof, add solar panels, etc. But there are ways to reconsider and reconfigure the guts of a building without spending more than traditional construction costs. The following tools and techniques represent a variety of sustainable design concepts we would typically include in a library project similar to Indian Creek: • Sustainable Site Strategies • Passive Solar Building Design • Daylighting • Energy Control Systems / Energy Modeling • Under Floor Air Distribution System • Recycled Materials • Rapidly Renewable / Low Maintenance Building Materials • Xeriscaping Each project is unique and these solutions, though representative, are by no means the limitations of our abilities or interests in this critical area of design. Energy modeling of design alternates and review of cost/benefits on systems affecting energy use will ensure that this project is "cheap to keep". 1655 Grant Street Denver. CO 80203 P. 303.607.0040 F. 303.6070041 MPARCM.COM NUM PHRIES ARCHITECTS Quality Assurance Our quality assurance program is thorough, yet a simple method of maintaining the quality of the project. We request that all members of the team, including the Owners, interact collaboratively to ensure the project is truly representing their goals and aspirations. Quality Control for every project begins with the Design Team, led by the Principal in Charge. Each team member is assigned areas of responsibility throughout the life of the project. The Project Manager, will regularly review our team's work and direct the efforts by various checklists. These checklists ensure that all potential design and technical issues are reviewed and resolved at the appropriate phase of a project. In addition, our Project Manager will conduct formal quality control reviews with each of the Owner's near the conclusion of each project phase to ensure their interests are being served. This review is an intense all day meeting that includes each of the engineering disciplines and will consider such detail as the location of door stops, light switches, thermostats, etc all the things that matter to you the Owner/Library staff. Client approvals We also believe that one of the most effective means to reduce change orders is through direct and timely communication. Working collaboratively together is a skill but also requires LABOR as indicated by the middle five letters of the word collaboratively. We are pro -active in addressing issues before they become problems, we seek out the expertise of others intimately involved in the project and we respect the opinions of those attempting to build the project. There is no architect that can produce a 100% perfect set of drawings, we will be the first to admit that, but we attempt to be 100% perfect in our communication of intent and our 100% commitment to solving a problem. In the past, when a problem has been completed and the design team has been responsible, we have stepped forward and reimbursed the injured party for their costs. This is obviously not our preferred solution, but if necessary, we will do what it takes to make it right. Summary Libraries are positioned to be the "Third Place" —the place beyond the home and work/school that acts as an anchor for community life and civic engagement. The design of the new McCall Public Library has this opportunity by creating spaces that engage members of the public with each other and with staff as collaborators in socializing, learning and discovering. When the current McCall Public Library was constructed, technology meant something very different. The typical library's mission was about acquiring, storing, cataloging and finding information. Through the 80s and 90s, the `gee -whiz' factor of technology brought people into the building. The 90s and OOs emphasized access via technology. In the coming decades, the library's mission will not be about providing the .75 to 1.25 "computers" per 1,000 people, but about the seamless use of computers and, more importantly, transparent technology to research, create and share. The opportunity to fully integrate current and future technology in this new library can extend far beyond the implementation of telecom infrastructure. It can include new ways to interact with the collection, 14 1655 Grant Street Denver. CO 80203 P. 303.607.0040 F. 303.607.0041 MPA HUM ?!RIES IT� ARCHITECTS provide civic connections to McCall's downtown and other amenities in the community, and most importantly explore the world and dream! Our team has the expertise and ability to make this a reality. The following summarizes our Phase Phase 1 Confirmation Phase 2 Create Phase 3 Agreement Phase 4 Final Phase 5 Realization Total estimated design fee Fee $ 5,000 $ 55,000 $110,000 $160,000 $ 90,000 $420,000 and schedule for Duration 4 weeks 8 weeks 12 weeks* 12 weeks 52 weeks 92 weeks the project: Trips to McCall 1 trip 4 trips 3 trips 3 trips 15 trips 26 trips *we would assume a pause at the completion of the Agreement phase for passage of a Ballot Initiative. Please note the above information is based upon the design intent illustrated in the Conceptual Design and Programming Study prepared by Humphries Poli Architects dated December 2016 as Option A. This document reflected a new two story library of approximately 12,000 sf with a project budget of approximately $5,840,000. The renovation of the existing library facility totaling approximately 4,200 sf into City offices is not included in the scope of work. In addition to the fees above for professional services we would recommend a budget allocation of approximately $25,000 be set aside for expenses associated with travel, etc. N 1655 Grant Street Denver, CO 80203 P. 303.607.0040 F. 303.607.0041 MPARCM.COM